Common use of Introductory Clause in Contracts

Introductory. Horizon Pharma, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon Pharma, Inc.Digimarc Corporation, a Delaware corporation (the “"Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] __________ shares (the "Firm ---------- Shares") of its common stockCommon Stock, par value $0.0001 0.001 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] __________ Common Shares (the "Option Shares") as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ". BancBoston ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ LLC and CompanyU.S. Bancorp ▇▇▇▇▇ ▇▇▇▇▇▇▇ Inc., LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-16850487501), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus"; provided, however, if the Company has, with the consent of BancBoston ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Inc., elected to rely upon Rule 434 under the Securities Act, the

Introductory. Horizon PharmaPatriot Capital Funding, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A F▇▇▇▇▇, B▇▇▇▇ W▇▇▇▇, Incorporated (the “UnderwritersUnderwriter”) an aggregate of [ ] 2,100,000 shares of its common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] 2,100,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters Underwriter an option to purchase up to an additional [ ] 315,000 Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 N-2 (File No. 333-168504137856), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such The registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information contained in a prospectus subsequently filed with the Commission pursuant to Rule 497 under the Securities Act and deemed to be a part thereof of the registration statement at the time of effectiveness pursuant to Rule 430A 430C under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus, dated as of December 15, 2006, included in the Registration Statement at the time it became effective on December 15, 2006, is hereinafter referred to as the “Base Prospectus.” The prospectus supplement, dated [ ]January 22, 2011 describing 2007, filed with the Commission pursuant to Rule 497 under the Securities Act relating to the Offered Shares is hereinafter referred to as the “Preliminary Prospectus Supplement” (and together with the offering thereof is called Base Prospectus, the “Preliminary Prospectus,”). The Preliminary Prospectus, together with the information set forth in the oral pricing script attached as Exhibit A (“Pricing Information”) is hereinafter referred to as the “Disclosure Package.” The prospectus supplement to be filed with the Commission pursuant to Rule 497 and used by the Underwriter to confirm sales of Offered Shares is hereinafter referred to as the “Prospectus Supplement” (and together with the Base Prospectus, the “Prospectus”). All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, the Preliminary Prospectus and or the Prospectus, or any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior amendments or supplements to the filing any of the Prospectus foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis, and Retrieval system (“E▇▇▇▇”). The Company hereby confirms its agreement with the Underwriter as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon Pharma, Inc., a Delaware corporation AmeriCredit Corp. (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 8,000,000 shares (the "Firm Shares") of its common stockCommon Stock, par value $0.0001 .01 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,200,000 Common Shares (the "Option Shares"), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ". BancBoston ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”)▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ Inc. and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) U.S. Bancorp ▇▇▇▇▇ ▇▇▇▇▇▇▇ Inc. have agreed to act as the representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 S-3 (File No. 333-16850482999), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including all documents incorporated or to be deemed incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act or the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder (collectively, the "Exchange Act"), is called the “"Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement". The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formAny

Introductory. Horizon PharmaMinrad International, Inc., a Delaware corporation (the “Company”), ) proposes to issue and sell to the several underwriters named in Schedule A I (the “Underwriters”) an aggregate of [ [10,000,000] shares (the “Firm Shares”) of its common stockCommon Stock, par value $0.0001 0.01 per share (the “SharesCommon Stock”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [1,500,000] Shares shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & CompanyCo., Incorporated Inc. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenOppenheimer”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The terms Representative and Underwriters shall mean either the singular or plural as the context requires. The Company understands that the Underwriters propose to make a public offering of the Shares as soon as the Representative deems advisable after this Agreement has been executed and delivered. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 SB-2 (File No. 333-168504133506), which contains a form of prospectus to be used in connection with the public offering and sale related preliminary prospectus, or prospectuses, covering the registration of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission Shares under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder amended (collectively, the “Securities Act”). Promptly after execution and delivery of this Agreement, including any information deemed to be the Company will prepare and file a part thereof at prospectus in accordance with the time provisions of effectiveness pursuant to Rule 430A under (“Rule 430A”) of the Securities Act, is called rules and regulations of the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) Commission under the Securities Act is called (the “Securities Act Regulations”) and paragraph (b) of Rule 462(b424 (“Rule 424(b)”) Registration Statement,” and from and after the date and time of filing of the Securities Act Regulations. The information included in such prospectus that was omitted from such registration statement at the time it became effective but that is deemed to be part of such registration statement at the time it became effective pursuant to paragraph (b) of Rule 462(b) Registration Statement the term 430A is referred to as “Registration StatementRule 430A Information.” shall include Each prospectus that omitted the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]430A Information, 2011 describing the Offered Shares that was used after such effectiveness and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing execution and delivery of the Prospectus (as defined below) this Agreement is herein called a “preliminary prospectus.” The prospectusSuch registration statement, in including the formexhibits, financial statements and any schedules thereto, at the time it became effective, and including the Rule 430A Information, is

Introductory. Horizon Pharma, Inc.Echelon Corporation, a Delaware corporation (the “"Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ [___] shares (the "Firm Common Shares") of its common stockCommon Stock, par value $0.0001 .01 per share (the “Shares"Common Stock"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [___] Shares shares (the "Optional Common Shares") of Common Stock, as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Common Shares and, if and to the extent such option is exercised, the Optional Common Shares are collectively called the “Offered "Common Shares.” ". NationsBanc ▇▇▇▇▇▇, ▇▇▇▇ Securities LLC ("NMSL"), BancAmerica ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Common Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-168504333-[___]), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Common Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Common Shares, is called the "Prospectus"; provided, however, that if the Company has, with the consent of NMSL, elected to rely upon Rule 434 under the Securities Act,

Introductory. Horizon PharmaEvolus, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 0.00001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” Cantor ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated Co. (“StifelCantor”), ▇▇▇▇▇ ) and Company, Mizuho Securities USA LLC (“Cowen”) and JMP Securities LLC (“JMPMizuho”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean the Representatives, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S‑1 (File No. 333-168504333‑222478), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus dated [ [●], 2011 2018 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formin

Introductory. Horizon Pharma, Inc.Compass International Services Corporation, a Delaware corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 4,100,000 shares (the "Firm Common Shares") of its common stockCommon Stock, par value $0.0001 .01 per share (the “Shares"Common Stock"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 615,000 shares (the "Optional Common Shares") of Common Stock, as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Common Shares and, if and to the extent such option is exercised, the Optional Common Shares are collectively called the “Offered "Common Shares.” ". NationsBanc ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & CompanySecurities, Incorporated Inc. (“Stifel”), "NationsBanc ▇▇▇▇▇▇▇▇▇▇") and ▇▇▇▇▇▇ and CompanyBrothers, LLC (“Cowen”) and JMP Securities LLC (“JMP”) Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Common Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-16850437205), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Common Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Common Shares, is called the "Prospectus"; provided, however, if the Company has, with the

Introductory. Horizon PharmaCorium International, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 4,000,000 shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] 4,000,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 600,000 Shares as provided in Section 2. The additional [ ] 600,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities Leerink Partners LLC (“JMPLeerink”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)204025, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]August 3, 2011 2015 describing the Offered Shares and the offering thereof (the “Preliminary Prospectus Supplement”), together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon PharmaCodex DNA, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [l] shares of its common stock, par value $0.0001 per share (the “Shares”). The [ [l] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [l] Shares as provided in Section 2. The additional [ [l] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ) and ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 256644 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Company has prepared and filed, 2011 describing in accordance with Section 12 of the Offered Shares Securities Exchange Act of 1934, as amended, and the offering thereof is called rules and regulations promulgated thereunder (collectively, the “Preliminary Prospectus,” and Exchange Act”), a registration statement (as amended, the Preliminary Prospectus and any other preliminary prospectus that describes “Exchange Act Registration Statement”) on Form 8-A (File No. 001-[l]) under the Offered Shares and the offering thereof and is used prior Exchange Act to the filing register, under Section 12(b) of the Prospectus (as defined below) is called a “preliminary prospectus.” Exchange Act, the class of securities consisting of the Shares. The prospectus, in the formform first used by the Underwriters

Introductory. Horizon Pharma▇▇▇▇▇▇▇▇▇▇ Electronics, Inc.Ltd., a Delaware corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 3,000,000 shares (the "Firm Shares") of its common stockCommon Stock, par value $0.0001 .05 per share (the “"Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 450,000 Shares (the "Optional Shares"), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “"Offered Shares.” " ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated Inc. (“Stifel”"Jefferies"), ▇▇▇▇▇▇▇ and ▇▇▇▇▇ & Company, LLC (“Cowen”) L.L.C. and JMP Securities LLC (“JMP”) KeyBanc Capital Markets, a division of McDonald Investments Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-168504113568), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” " Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” " and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The Such prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares, is called the "Prospectus"; provided, however, if the Company has, with the consent of Jefferies, elected to rely upon Rule 434 under the Securities Act, the term "Prospectus" shall mean the Company's prospectus subject to completion (each, a "preliminary prospectus prospectus") dated [ ], 2011 describing 2004 (such preliminary prospectus is called the "Rule 434 preliminary prospectus"), together with the applicable term sheet (the "Term Sheet") prepared and filed by the Company with the Commission under Rules 434 and 424(b) under the Securities Act and all references in this Agreement to the date of the Prospectus shall mean the date of the Term Sheet. All references in this Agreement to (i) the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus, the Prospectus or the Term Sheet, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis, and Retrieval system ("▇▇▇▇▇") and (ii) the Prospectus shall be deemed to include the "electronic Prospectus" provided for use in connection with the offering of the Offered Shares and as contemplated by Section 3(k) of this Agreement. The Company hereby confirms its agreements with the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon Pharma, Inc.Whitestone REIT, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] Class B common shares of its common stockbeneficial interest (the “Firm Shares”), par value $0.0001 0.001 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Common Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” BMO Capital Markets Corp. (“BMO”) , JMP Securities LLC and ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & CompanySecurities, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-11 (File No. 333-168504333-[ ]), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any required information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” ”. Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” ”, and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The Any preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, included in the formthe

Introductory. Horizon PharmaChordiant Software, Inc., a Delaware corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ [___] shares (the "Firm Shares") ---------- of its common stockCommon Stock, par value $0.0001 0.001 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [____] Common Shares as provided in Section 2. The additional [ ] Shares to be sold by (the "Company Option Shares") and the stockholders of the Company pursuant named in Schedule B (collectively, the "Selling ---------- Stockholders") have granted to the Underwriters an option to purchase up to an additional [____] Common Shares (the "Selling Stockholder Option Shares" and, together with the Company Option Shares, the "Option Shares"), each Selling Stockholder selling up to the amount set forth opposite such option are collectively called the “Optional Shares.” Selling Stockholder's name in Schedule B. The Firm Shares and, if and to the extent ---------- such option is options are exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ". BancBoston ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company▇▇▇▇▇▇▇▇ Inc., Incorporated (“Stifel”), ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and Company, ▇▇▇▇▇▇ ▇▇▇▇▇▇ Partners LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-16850492187), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus"; provided, however, if the Company has, with the consent of

Introductory. Horizon PharmaArdelyx, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 12,500,000 shares of its common stock, par value $0.0001 per share (the “Shares”). The [ ] 12,500,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,875,000 Shares as provided in Section 2. The additional [ ] 1,875,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities Leerink Partners LLC (“JMPLeerink”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)205631, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]May 21, 2011 2018 describing the Offered Shares and the offering thereof (the “Preliminary Prospectus Supplement”), together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon PharmaThe stockholders of Nu Skin Enterprises, Inc., a Delaware corporation (the “"Company”), proposes named in Schedule B (collectively, the "Selling Stockholders") severally propose to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 17,000,000 shares (the "Firm Common Shares") of its common stockthe Class A Common Stock, par value $0.0001 .001 per share (the “Shares"Common Stock"), of the Company. The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has Selling Stockholders have severally granted to the Underwriters an option to purchase up to an additional [ ] Shares 2,550,000 shares (the "Optional Common Shares") of Common Stock, as provided in Section 2. The additional [ ] Shares , each Selling Stockholder selling up to be sold by the Company pursuant to amount set forth opposite such option are collectively called the “Optional Shares.” Selling Stockholder's name in Schedule B. The Firm Common Shares and, if and to the extent such option is exercised, the Optional Common Shares are collectively called the “Offered "Common Shares.” ". Banc of America Securities LLC ("BAS"), ▇▇▇▇▇▇▇ Lynch, Pierce, ▇▇▇▇▇▇ & ▇▇▇▇▇ Incorporated ("▇▇▇▇▇▇▇ ▇▇▇▇▇") and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Company, Co. Incorporated (“Stifel”), "▇▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”▇▇▇▇▇▇▇") have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Common Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 S-3 (File No. 333-16850490716), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Common Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including all documents incorporated or deemed to be incorporated by reference therein or any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act or the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder (collectively, the "Exchange Act"), is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Common Shares, is called the "Prospectus"; provided, however, if the Company has, with the consent of BAS and ▇▇▇▇▇▇▇ ▇▇▇▇▇ (the

Introductory. Horizon Pharma, Inc.First Potomac Realty Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 7,500,000 shares (the “Firm Shares”) of its common stockbeneficial interest, par value $0.0001 .001 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,125,000 Common Shares (the “Option Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered Shares.” ▇F▇▇▇▇▇, B▇▇▇▇ W▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenFBW”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company is the sole general partner of First Potomac Realty Investment Limited Partnership (the “Operating Partnership”), a Delaware limited partnership that serves as the Company’s primary operating partnership subsidiary. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-11 (File No. 333-168504107172), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Such prospectus, 2011 describing in the Offered Shares and form first used by the offering thereof Underwriters to confirm sales of the Shares, is called the “Preliminary Prospectus,.” All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“E▇▇▇▇”). Each of the Company and the Preliminary Prospectus and any other preliminary prospectus that describes Operating Partnership hereby confirms its agreements with the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon PharmaXeris Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, Jefferies LLC (“CowenJefferies”) and JMP Securities SVB Leerink LLC (“JMPSVB Leerink”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 333-[●] which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]prospectus, 2011 describing in the form first used by the Underwriters to confirm sales of the Offered Shares and or in the offering thereof form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formpreliminary

Introductory. Horizon Pharma, Inc.SQZ Biotechnologies Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” BofA Securities, Inc. (“BofA”), Evercore Group L.L.C. (“Evercore”) and ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 249422 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formRule

Introductory. Horizon PharmaPreview Systems, Inc., a Delaware corporation (the “"Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ [___] shares (the "Firm Shares") ---------- of its common stockCommon Stock, par value $0.0001 0.0002 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [___] Common Shares (the "Option Shares") as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ". BancBoston ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, SoundView Technology Group, Inc. and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) E*OFFERING Corp. have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-168504333-[ ]), which contains a form of prospectus subject to be completion used in connection with the public offering and sale of the Offered Shares. Each such prospectus subject to completion used in connection with such public offering is called a "preliminary prospectus." Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus." All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). The Company hereby confirms its agreements with the Underwriters as follows:

Introductory. Horizon PharmaThis Agreement, Inc.effective as of the date first set forth above, a Delaware corporation amends and restates and replaces in its entirety the Sales Agency Agreement dated as of August 18, 2009 (the “CompanyPrior Sales Agreement”), proposes to issue between CHICAGO BRIDGE & IRON COMPANY N.V., a company with limited liability organized and sell to existing under the several underwriters named laws of The Netherlands, established in Schedule A (the “Underwriters”) an aggregate of [ ] shares of Amsterdam, having its common stockcorporate seat in The Hague and address at ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition▇▇▇▇ ▇▇, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ & (the “Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Credit Agricole Securities (USA) Inc., as sales agent (the “Agent”), pursuant to which the Company proposed to issue and sale up to 10,000,000 shares of the Company’s common stock, LLC par value Euro 0.01 per share (the “CowenCommon Stock”), and pursuant to which 2,448,683 shares of Common Stock were issued and sold (the “Sold Units”) thereunder. The Company proposes to issue and JMP Securities LLC sell from time to time through the Agent an offering of up to 7,551,317 shares (the “JMPShares”) have agreed of its Common Stock, by any method permitted by law deemed to act be an “at-the-market” offering as representatives defined in Rule 415 of the several Underwriters Securities Act (in such capacityas defined below), including, without limitation, sales made directly on the New York Stock Exchange (the “RepresentativesNYSE”), on any other existing trading market for the Shares or to or through a market maker (the “ATM Program”). It is understood and agreed by the parties hereto that: (a) in connection with the offering representations, warranties, agreements, indemnities and covenants applicable to the sale of the Offered SharesSold Units are limited to those as set forth in the Prior Sales Agreement, and (b) that the Shares offered hereby and hereunder are not governed by, and are in addition to and do not include the Sold Units offered pursuant to, the Prior Sales Agreement. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-1 S-3 (File No. 333-168504160852), which contains a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of securities (the Offered “Shelf Securities”), including the Shares, to be issued from time to time by the Company. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by filed with the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including the financial statements, exhibits and schedules thereto and all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement As used herein, the term “Registration StatementProspectus” shall include mean the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing supplement to the Offered Base Prospectus that describes the Shares and the offering thereof is called pursuant to the ATM Program (the “Preliminary Prospectus Supplement”), together with the Base Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon PharmaHandheld Entertainment, Inc., a Delaware corporation (the “‘‘Company”), ’’) proposes to issue and sell to the several underwriters named in Schedule A I (the “‘‘Underwriters”’’) an aggregate of [ ] up to 3,800,000 shares (the ‘‘Firm Shares’’) of its common stockCommon Stock, par value $0.0001 per share (the “Shares‘‘Common Stock’’). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 570,000 shares (the ‘‘Optional Shares’’), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered ‘‘Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated ’’ Newbridge Securities Corporation (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”‘‘Newbridge’’) and JMP Securities LLC Pali Capital, Inc. (“JMP”‘‘Pali’’) have agreed to act as representatives of the several Underwriters (in such capacity, the “‘‘Representatives”’’) in connection with the offering and sale of the Offered Shares. The terms Representatives and Underwriters shall mean either the singular or plural as the context requires. The Company understands that the Underwriters propose to undertake a public offering of the Shares pursuant to the terms and conditions of this Agreement. The Company has prepared and filed with the Securities and Exchange Commission (the “‘‘Commission”’’) a registration statement on Form S-1 SB-2 (File No. 333-16850433550), which contains a form of prospectus to be used in connection with the public offering and sale related preliminary prospectus, or prospectuses, covering the registration of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission Shares under the Securities Act of 1933, as amendedamended (the ‘‘Securities Act’’). Promptly after execution and delivery of this Agreement, the Company will prepare and file a prospectus in accordance with the provisions of Rule 430A (‘‘Rule 430A’’) of the rules and regulations promulgated thereunder of the Commission under the Securities Act (collectively, the “‘‘Securities Act”Act Regulations’’) and paragraph (b) of Rule 424 (‘‘Rule 424(b), including any ’’) of the Securities Act Regulations. The information included in such prospectus that was omitted from such registration statement at the time it became effective but that is deemed to be a part thereof of such registration statement at the time of effectiveness it became effective pursuant to paragraph (b) of Rule 430A under is referred to as ‘‘Rule 430A Information.’’ Each prospectus that omitted the Securities ActRule 430A Information, that was used after such effectiveness and prior to the execution and delivery of this Agreement is herein called a ‘‘preliminary prospectus.’’ Such registration statement, including the exhibits, financial statements and any schedules thereto, at the time it became effective, and including the Rule 430A Information, is herein called the “‘‘Registration Statement.” ’’ Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities 1933 Act Regulations is called herein referred to as the “‘‘Rule 462(b) Registration Statement,” ’’ and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “‘‘Registration Statement” ’’ shall include the Rule 462(b) Registration Statement. The term ‘‘Prospectus’’ shall mean the final prospectus relating to the Shares that is first filed pursuant to Rule 424(b) under the Securities Act after the date and time that this Agreement is executed and delivered by the parties hereto (the ‘‘Execution Time’’) or, if no filing pursuant to Rule 424(b) under the Securities Act is required, shall mean the form of final prospectus relating to the Shares included in the Registration Statement at the effective date of the Registration Statement. The term ‘‘Statutory Prospectus’’ shall mean any preliminary prospectus dated [ ]prospectus, 2011 describing as amended or supplemented, relating to the Offered Shares and that is included in the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used Registration Statement immediately prior to the filing of the Prospectus Initial Sale Time (as defined belowherein), including any document incorporated by reference therein. All references in this Agreement to the Registration Statement, the Rule 462(b) is called a “Registration Statement, any preliminary prospectus, the Prospectus, or any amendments or supplements to any of the foregoing shall be deemed to include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (‘‘▇▇▇▇▇’’).” The prospectus, in the form

Introductory. Horizon Pharma, Inc.iGo Corporation, a Delaware __________ corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] _____ shares (the "Firm Shares") ---------- of its common stockCommon Stock, par value $0.0001 ______ per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] _____ Common Shares (the "Option Shares") as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ". BancBoston ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ LLC and Company, ▇▇▇▇▇▇ ▇▇▇▇▇▇ Partners LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 S-1. (File No. 333-168504333-____), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus"; provided, however, if the Company has, with the consent of BancBoston ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Inc., elected to rely upon Rule 434 under the Securities Act, the term "Prospectus" shall mean the Company's prospectus subject to completion (each, a "preliminary prospectus") dated _____ (such preliminary prospectus is called the "Rule 434 preliminary prospectus"), together with the applicable term sheet (the "Term Sheet") prepared and filed by the Company with the Commission under Rules 434 and 424(b) under the Securities Act and all references in this Agreement to the date of the Prospectus shall mean the date of the Term Sheet. All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus, the Prospectus or the Term Sheet, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). The Company hereby confirms its respective agreements with the Underwriters as follows:

Introductory. Horizon Pharma▇▇▇▇▇▇▇ Neurosciences, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 5,000,000 shares of its common stock, par value $0.0001 per share (the “Shares”). The [ ] 5,000,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 750,000 Shares as provided in Section 2. The additional [ ] 750,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” Citigroup Global Markets Inc. and ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives Representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)205764, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]June 27, 2011 2017 describing the Offered Shares and the offering thereof (the “Preliminary Prospectus Supplement”), together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus supplement to the Base Prospectus in preliminary prospectus form that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus), in together with the formBase

Introductory. Horizon Pharma, Inc.Whitestone REIT, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (collectively, the “Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.,” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares which term shall also include any underwriter hereinafter substituted as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and9 hereof), if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇for whom ▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇. ▇▇▇▇▇ and Company, LLC & Co. Incorporated (“CowenBaird”) and JMP Securities LLC (“JMP”) have agreed to act are acting as representatives of the several Underwriters (in such capacity, if and as applicable, the “Representatives”), with respect to (i) in connection with the offering sale by the Company and sale the purchase by the Underwriters, acting severally and not jointly, of 4,200,000 common shares of beneficial interest, par value $0.001 per share of the Offered Company (the “Common Shares”) and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2 hereof to purchase all or any part of 630,000 additional Common Shares to cover over-allotments, if any. The aforesaid 4,200,000 shares of Common Stock (the “Firm Shares”) to be purchased by the Underwriters and all or any part of the 630,000 Common Shares subject to the option described in Section 2 hereof (the “Optional Shares”) are herein called, collectively, the “Shares.” The Company understands that the Underwriters propose to make a public offering of the Shares as soon as the Representatives deem advisable after this Agreement has been executed and delivered. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504), which contains a form of prospectus to be used in connection with 182667) covering the public offering and sale of the Offered Shares. Such registration statement, as amendedcertain securities, including the financial statementsShares, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amendedamended (the “Securities Act”), and the rules and regulations promulgated thereunder (collectively, the “Securities ActAct Regulations”), which shelf registration statement was declared effective by the Commission on July 25, 2012. Such registration statement, as of any time, means such registration statement as amended by any post-effective amendments thereto to such time, including the exhibits and any information schedules thereto at such time, the documents incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof at as of such time pursuant to Rule 430B under the 1933 Act Regulations (“Rule 430B”), is referred to herein as the “Registration Statement;” provided, however, that the “Registration Statement” without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the time of effectiveness the first contract of sale for the Shares, which time shall be considered the “new effective date” of such registration statement with respect to the Shares within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto as of such time, the documents incorporated or deemed incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof as of such time pursuant to the Rule 430A 430B. Each preliminary prospectus used in connection with the offering of the Shares, including the documents incorporated or deemed to be incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant are collectively referred to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (herein as defined below) is called a “preliminary prospectus.” Promptly after execution and delivery of this Agreement, the Company will prepare and file a final prospectus relating to the Shares in accordance with the provisions of Rule 424(b) under the Securities Act Regulations (“Rule 424(b)”). The final prospectus, in the formform filed with the Commission pursuant to Rule 424(b) in connection with the offering of the Shares, including the documents incorporated or deemed to be incorporated by reference therein pursuant to Item 12 of Form S-3 under the 1933 Act, are collectively referred to herein as the “Prospectus.” For purposes of this Agreement, all references to the Registration Statement, any preliminary prospectus, the Prospectus or any amendments or supplements to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval system (or any successor system)(“▇▇▇▇▇”). As used in this Agreement:

Introductory. Horizon PharmaEl Pollo Loco Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [—] shares of its common stock, par value $0.0001 0.10 per share (the “Shares”). The [ [—] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [—] Shares as provided in Section 2. The additional [ [—] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇ LLC (“Jefferies”) and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Company, Incorporated Co. LLC (“Stifel”), ▇▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP▇▇▇▇▇▇▇”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 197001 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus dated [ [—], 2011 2014 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus in preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon PharmaThe Active Network, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares (the “Firm Shares”) of its common stockCommon Stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares Shares, are collectively called the “Offered Shares.” Jefferies & Company, Inc. (“Jefferies”) and ▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company+ Co, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504333-[ ]), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Such prospectus, 2011 describing in the form first used by the Underwriters to confirm sales of the Offered Shares and the offering thereof Shares, is called the “Preliminary Prospectus,.” and All references in this Agreement to the Preliminary Prospectus and any other Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus that describes or the Offered Shares and the offering thereof and is used prior Prospectus, or any amendments or supplements to the filing any of the Prospectus foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis, and Retrieval system (“▇▇▇▇▇”). The Company hereby confirms its agreements with the Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon PharmaFive Prime Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇ LLC, BMO Capital Markets Corp., and ▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and CompanyFargo Securities, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 190194 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form)

Introductory. Horizon PharmaHanover Capital Mortgage Holdings, Inc., a Delaware Maryland corporation (the “Company”"COMPANY), proposes to issue and sell to the several underwriters named in Schedule A (the “"List of Underwriters”") attached hereto (collectively, the "UNDERWRITERS") an aggregate of [ ] 3,000,000 shares (the "FIRM OFFERED SHARES") of its common stockCommon Stock, par value $0.0001 .01 per share (the “Shares"COMMON STOCK") in accordance with the terms and conditions set forth in this Underwriting Agreement (the "AGREEMENT"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 450,000 shares (the "OPTIONAL OFFERED SHARES") of Common Stock, as provided in Section 22 ("Purchase, Sale, and Delivery of the Offered Shares"). The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Offered Shares and, if and to the extent such option is exercised, the Optional Offered Shares are collectively called the “Offered Shares"OFFERED SHARES.” " JMP Securities LLC ("JMP") and ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”"REPRESENTATIVES") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”"COMMISSION") a registration statement on Form S-1 S-2 (File No. 333-168504333-[___]), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits exhibits, and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”"SECURITIES ACT"), including all documents incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities ActAct or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (the "EXCHANGE ACT"), is called the “Registration Statement"REGISTRATION STATEMENT.” " Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule "RULE 462(b) Registration StatementREGISTRATION STATEMENT,” " and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Offered Shares, is called the "PROSPECTUS;" provided, however, if the Company has, with the consent of JMP, elected to rely upon Rule 434 under the Securities Act, the term "PROSPECTUS" shall include the Company's prospectus subject to completion dated July ___, 2003 (each, a "PRELIMINARY PROSPECTUS"), together with the applicable term sheet (the "TERM SHEET") prepared and filed by the Company with the Commission under Rules 434 and 424(b) under the Securities Act and all references in this Agreement to the date of the Prospectus shall mean the date of the Term Sheet. All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus, the Prospectus or the Term Sheet, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). All references in this Agreement to financial statements and schedules and other information which is "contained," "included," or "stated" in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is incorporated by reference in the Registration Statement or the Prospectus, as the case may be; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and include the filing of any document under the Exchange Act which is incorporated by reference in the Registration Statement or the Prospectus, as the case may be. The Company hereby confirms its agreements with the Underwriters as follows:

Introductory. Horizon Pharma▇▇▇▇▇ Life Sciences, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ) and ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 333-[●] which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formform first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of

Introductory. Horizon Pharma, ▇▇▇▇▇▇.▇▇▇ Inc., a Delaware corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “---------- "Underwriters”") an aggregate of [ [___] shares (the "Firm Shares") of its common stockCommon Stock, par value $0.0001 [___] per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [___] Common Shares (the "Option Shares") as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ". BancBoston ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”)▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇ Partners LLC and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ & Company have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-16850477025), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formfrom

Introductory. Horizon Pharma, Inc.First Potomac Realty Trust, a Delaware corporation Maryland real estate investment trust (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] ____________ shares (the "Firm Shares") of its common stockbeneficial interest, par value $0.0001 .001 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] ___________ Common Shares (the "Option Shares"), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ▇▇▇▇▇▇" Ferris, ▇▇▇Baker Watts, Incorpo▇▇▇▇▇ & Company, Incorporated (“Stifel”), "▇▇▇") ▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed ▇greed to act as representatives representative of the several Underwriters (in such capacity, the “Representatives”"Representative") in connection with the offering and sale of the Offered Shares. The Company is the sole general partner of First Potomac Realty Investment Limited Partnership (the "Operating Partnership"), a Delaware limited partnership that serves as the Company's primary operating partnership subsidiary. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 S-11 (File No. 333-168504107172), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “"Registration Statement.” " Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” " and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus." All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("EDGAR"). Each of t▇▇ ▇▇mpany and the Operating Partnership hereby confirms its agreements with the Underwriters as follows:

Introductory. Horizon Pharma, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Group Inc., a Delaware Texas corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 5,000,000 shares (the “Firm Shares”) of its the Company’s common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the shareholders of the Company has named in Schedule B (collectively, the “Selling Shareholders”) have severally granted to the Underwriters an option to purchase up to an additional [ ] 750,000 Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares , with each Selling Shareholder selling up to be sold by the Company pursuant to amount set forth opposite such option are collectively called the “Optional Shares.” Selling Shareholder’s name in Schedule B. The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated Inc. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-3 (File No. 333-168504134448), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, and, in the event any post-effective amendment thereto becomes effective prior to the First Closing Date (as defined herein) or any applicable Option Closing Date (as defined herein), including such registration statement as so amended, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formthe

Introductory. Horizon PharmaCertain stockholders named in Schedule II hereto (the “Selling Stockholders”) of FCStone Group, Inc., a Delaware corporation (the “Company”), proposes propose, severally and not jointly, to issue and sell to the several underwriters named in Schedule A I (the “Underwriters”) an aggregate of [ ] 1,865,042 shares (the “Shares”) of its common stock, par value $0.0001 per share (the “Shares)Common Stock”) of the Company. The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated BMO Capital Markets Corp. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenBMO”) and JMP Banc of America Securities LLC (“JMPBAS”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The terms Representatives and Underwriters shall mean either the singular or plural as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-3 (File No. 333-168504144499), which contains including a form of prospectus (the “Basic Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including amended at the financial statements, exhibits and schedules thereto, in the form in which time it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information the information, if any, deemed pursuant to Rule 430A, 430B or 430C under the Securities Act to be a part thereof of the registration statement at the time of its effectiveness (“Rule 430 Information”), is referred to herein as the “Registration Statement”; and as used herein, the term “Preliminary Prospectus” means the Basic Prospectus included in such registration statement as supplemented by the Preliminary Prospectus supplement dated July 31, 2007 specifically relating to the Shares (and any amendments thereto), any prospectus filed with the Commission pursuant to Rule 430A 424(a) under the Securities Act and the prospectus included in the Registration Statement at the time of its effectiveness that omits Rule 430 Information, and the term “Prospectus” means the Basic Prospectus as supplemented by the prospectus supplement in the form first used (or made available upon request of purchasers pursuant to Rule 173 under the Securities Act) in connection with confirmation of sales of the Shares. Any reference in this Agreement to the Registration Statement, the Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act, is called as of the effective date of the Registration Statement or the date of such Preliminary Prospectus or the Prospectus, as the case may be and any reference to “amend”, “amendment” or “supplement” with respect to the Registration Statement.” Any registration statement , the Preliminary Prospectus or the Prospectus shall be deemed to refer to and include any documents filed by the Company pursuant to Rule 462(b) after such date under the Securities Exchange Act is called of 1934, as amended, and the rules and regulations of the Commission thereunder (collectively, the “Rule 462(bExchange Act”) Registration Statement,” and from and after that are deemed to be incorporated by reference therein. Capitalized terms used but not defined herein shall have the date and time of filing of meanings given to such terms in the Rule 462(b) Registration Statement and the term “Registration Statement” shall include the Rule 462(b) Registration StatementProspectus. The preliminary prospectus dated [ ], 2011 describing the Offered Shares Company and the offering thereof is called Selling Stockholders hereby confirm their its agreement with the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon Pharma, Inc.Dynavax Technologies Corporation, a Delaware corporation (the “Company”), proposes to issue and sell sell, pursuant to the terms of this Agreement, to the several underwriters named in Schedule A hereto (the “Underwriters,” or, each, an “Underwriter”) ), an aggregate of [ ] 5,000,000 shares of its common stock, $0.001 par value $0.0001 per share (the “SharesCommon Stock”), of the Company. The [ ] Shares aggregate of 5,000,000 shares so proposed to be sold by the Company are called is hereinafter referred to as the “Firm Shares.” In addition, the Stock”. The Company has granted also proposes to sell to the Underwriters an option to purchase Underwriters, upon the terms and conditions set forth in Section 3 hereof, up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called 750,000 shares of Common Stock (the “Optional Shares.” Stock”). The Firm Shares and, if Stock and to the extent such option is exercised, the Optional Shares Stock are hereinafter collectively called referred to as the “Offered SharesStock.” ▇▇▇▇▇▇▇ and Company, LLC, RBC Capital Markets, LLC and ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act L.L.C. are acting as the representatives of the several Underwriters (and in such capacity, capacity are hereinafter referred to as the “Representatives.” An “automatic shelf registration statement” as defined in Rule 405 of the rules and regulations (the “Rules and Regulations”) promulgated under the Securities Act of 1933, as amended (the “Securities Act”) on Form S-3 (File No. 333-219781) in connection with the offering and sale respect of the Offered Shares. The Company Stock has prepared and been filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 not earlier than three (File No. 333-168504), which contains a form of prospectus 3) years prior to be used in connection with the public offering and sale of the Offered Shares. Such date hereof; such registration statement, as amended, including the financial statements, exhibits and schedules any post-effective amendment thereto, in became effective on filing; and no stop order suspending the form in which it was declared effective effectiveness of such registration statement or any part thereof has been issued and no proceeding for that purpose has been initiated or threatened by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration StatementCommission,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon Pharma, Urstadt ▇▇▇▇▇▇ Properties Inc., a Delaware Maryland corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ [4,000,000] shares (the "Firm Common Shares") of its Class A common stock, par value $0.0001 .01 per share (the “Shares"Class A Common Stock"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [600,000] Shares shares (the "Optional Common Shares") of Class A Common Stock, as provided in Section 23. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Common Shares and, if and to the extent such option is exercised, the Optional Common Shares are collectively called the “Offered "Common Shares.” " ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ & Company▇▇, Incorporated (“Stifel”"FBW"), J.J.B. ▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇, Inc. ("▇▇▇▇▇▇▇▇ and Company, LLC (“Cowen”▇▇▇▇▇") and JMP Securities LLC Advest, Inc. (“JMP”"Advest") have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Common Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 S-2 (File No. 333-16850469858), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Common Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” " Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” " and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the form

Introductory. Horizon PharmaAmerican Capital Strategies, Inc.Ltd., a Delaware corporation (the “"Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] __________ shares (the "Firm Shares") of its common stockCommon Stock, par value $0.0001 .01 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] __________ Common Shares (the "Option Shares") as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have ". [ ] has agreed to act as representatives representative of the several Underwriters (in such capacity, the “Representatives”"Representative") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus pursuant to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”") and the Investment Company Act of 1940, as amended, and the rules and regulations promulgated thereunder (the "Investment Company Act"), including any information deemed a registration statement (No. 333-79377) on Form N-2 for the offer and sale of the Shares, which registration statement has become effective and copies of which have heretofore been delivered to be a part thereof at you. Such registration statement meets the time of effectiveness requirements set forth in Rule 415(a)(1) under the Securities Act and complies in all other material respects with such Rule. The Company proposes to file with the Commission pursuant to Rule 430A 424 and/or Rule 497, as applicable, under the Securities Act a supplement, dated the date specified in Schedule C hereto, to the prospectus, dated the date specified in Schedule C hereto, relating to the Shares and the method of distribution thereof and has previously advised you of all further information (financial and other) with respect to the Shares set forth therein. Such registration statement, including the exhibits thereto, as amended at the date hereof is hereinafter called the "Registration Statement"; such prospectus, in the form in which it will be filed with the Commission pursuant to Rule 424 and/or Rule 497, as applicable, under the Securities Act, is hereinafter called the “Registration Statement.” Any registration statement "Basic Prospectus"; such supplement to the Basic Prospectus, in the form in which it will be filed by with the Company Commission pursuant to Rule 462(b) 424 and/or Rule 497, as the case may be, under the Securities Act Act, is hereinafter called the “Rule 462(b) "Prospectus Supplement"; and the Basic Prospectus and the Prospectus Supplement together are hereinafter called the "Prospectus". All references in this Agreement to the Registration Statement,” and from and after , a Preliminary Prospectus, the date and time of filing Prospectus, or any amendments or supplements to any of the Rule 462(b) foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). All references in this Agreement to financial statements and schedules and other information which is "contained," "included" or "stated" in the Registration Statement or the term “Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in the Registration Statement” Statement or the Prospectus, as the case may be; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of any document under the Prospectus Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (as defined belowthe "Exchange Act") which is called a “preliminary prospectus.” The prospectus, or is deemed to be incorporated by reference in the formRegistration Statement or the Prospectus, as the case may be. The Company hereby confirms its agreements with the Underwriters as follows:

Introductory. Horizon Pharma, Inc.Egain Communications Corporation, a Delaware corporation (the “"Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 5,000,000 shares (the "Firm ---------- Shares") of its common stockCommon Stock, par value $0.0001 0.001 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 750,000 Common Shares (the "Option Shares") as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ". BancBoston ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇ & Company▇▇▇▇▇▇, Incorporated (“Stifel”), Inc. and ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) ▇▇▇▇▇ ▇▇▇▇▇▇ & Co. have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-16850483439), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus"; provided, however, if the Company has, with the consent of BancBoston ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Inc., elected to rely upon Rule 434 under the Securities Act, the

Introductory. Horizon Pharma, Inc., a Delaware corporation (the “Company”), The Company proposes to issue and sell sell, from time to time, common stock, $1.00 par value, registered under the registration statement referred to in Section 3(a) (“Common Stock”). Each share of Common Stock will have associated with it one preference stock purchase right. Each such right enables the holder to acquire one one-hundredth of a share of the Company’s Series A Participating Preference Stock under certain circumstances. The shares of Common Stock referred to on Schedule A of the Purchase Agreement are hereinafter referred to as the “Firm Common Stock.” The Purchase Agreement may provide for an additional number of shares of Common Stock (the “Additional Common Stock”) which the purchasers may purchase on the terms and conditions set forth in this Agreement for the sole purpose of covering over-allotments. The Firm Common Stock and the Additional Common Stock, if any, are collectively referred to as the “Purchased Common Stock.” The firm or firms, as the case may be, which agree to purchase the Purchased Common Stock are hereinafter referred to as the “Purchasers” of such Purchased Common Stock. The terms “you” and “your” refer to those Purchasers (or the Purchaser) who sign the Purchase Agreement either on behalf of themselves (or itself) only or on behalf of the several underwriters Purchasers named in Schedule A thereto, as the case may be. Except where the context otherwise requires, “Registration Statement,” as used herein, means the registration statement, as amended at the time of such registration statement’s effectiveness for purposes of Section 11 of the Securities Act of 1933, as amended (the “UnderwritersAct”) an aggregate of [ ] shares of its common stock), par value $0.0001 per share as such section applies to the respective Purchasers (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“StifelEffective Time”), ▇▇▇▇▇ including (i) all documents filed as a part thereof or incorporated or deemed to be incorporated by reference therein (other than the Statements of Eligibility and Company, LLC Qualification of the trustees (the “CowenForms T-1”) and JMP Securities LLC (“JMP”ii) have agreed to act as representatives of the several Underwriters (any information contained or incorporated by reference in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and a prospectus filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504)pursuant to Rule 424(b) under the Act, which contains a form of prospectus to the extent such information is deemed, pursuant to Rule 430A, Rule 430B or Rule 430C under the Act, to be used part of the Registration Statement at the Effective Time. The Company has furnished to you, for use by the Purchasers and by dealers in connection with the public offering and sale of the Offered SharesPurchased Common Stock, copies of one or more preliminary prospectus supplements, and the documents incorporated by reference therein, relating to the Purchased Common Stock. Such registration statementExcept where the context otherwise requires, “Pre-Pricing Prospectus,” as amendedused herein, including the financial statements, exhibits and schedules theretomeans each such preliminary prospectus supplement, in the form so furnished, together with any base prospectus (whether or not in which it was declared effective preliminary form) included in the Registration Statement furnished to you by the Commission under Company and attached to or used with such preliminary prospectus supplement. Except where the Securities Act of 1933context otherwise requires, “Base Prospectus,” as amendedused herein, means any such base prospectus and any base pro- spectus furnished to you by the rules Company and regulations promulgated thereunder attached to or used with the Prospectus Supplement (collectivelyas defined below). Except where the context otherwise requires, “Prospectus Supplement,” as used herein, means the “Securities Act”)final prospectus supplement, including any information deemed relating to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities ActPurchased Common Stock, is called the “Registration Statement.” Any registration statement filed by the Company with the Commission pursuant to Rule 462(b424(b) under the Securities Act is called on or before the “Rule 462(b) Registration Statement,” and from and second business day after the date hereof (or such earlier time as may be required under the Act), in the form furnished by the Company to you for use by the Purchasers and time of filing by dealers in connection with the offering of the Rule 462(b) Registration Statement Purchased Common Stock. Except where the term context otherwise requires, “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is as used prior to the filing of herein, means the Prospectus (as defined below) is called a “preliminary prospectusSupplement together with the Base Prospectus attached to or used with the Prospectus Supplement.” The prospectus, in the form

Introductory. Horizon PharmaVeradermics, Inc.Incorporated, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 0.00001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇▇▇▇ LLC (“▇▇▇▇▇▇▇▇▇”), Leerink Partners LLC (“Leerink Partners”), Citigroup Global Markets Inc. (“Citi”) and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ & Company, Incorporated Co. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP▇▇”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504)292657, which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formany

Introductory. Horizon Pharma, Global Signal Inc., a Delaware corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 5,575,000 shares (the "Firm Common Shares") of its common stockCommon Stock, par value $0.0001 0.01 per share (the “Shares"Common Stock"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 575,000 shares (the "Optional Common Shares") of Common Stock, as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Common Shares and, if and to the extent such option is exercised, the Optional Common Shares are collectively called the “Offered "Common Shares.” ". ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇ & CompanyCo. Incorporated, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Banc of America Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Common Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 S-11 (File No. 333-168504121576), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Common Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the form

Introductory. Horizon PharmaFive Prime Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇ LLC, BMO Capital Markets Corp., and ▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and CompanyFargo Securities, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504)193491, which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formRegistration

Introductory. Horizon PharmaSignature Resorts, Inc., a Delaware Maryland ------------ corporation (the “"Company”"), proposes to issue and sell an aggregate of $100,000,000 principal amount of its ____% Convertible Subordinated Notes Due 2007 (the "Firm Notes") to be issued under an indenture, to be dated as of __________, 199_ (the "Indenture"), between the Company and Norwest Bank Minnesota, National Association as Trustee (the "Trustee"), to the several underwriters named in Schedule A annexed hereto (the “"Underwriters”") an aggregate of [ ] shares of its common stock, par value $0.0001 per share for whom you are acting as representatives (the “Shares"Representatives"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted proposes to grant to the Underwriters an option to purchase up to an additional [ ] Shares aggregate of $15,000,000 principal amount of the Securities (the "Option Notes") as provided in Section 25 hereof. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares Notes and, if and to the extent such option is exercised, the Optional Shares Option Notes are hereinafter collectively called referred to as the “Offered Shares"Notes.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection " Concurrently with the offering and sale of the Offered Notes, the Company proposed to issue and sell 1,600,000 shares of its authorized but unissued common stock, $.01 par value (the "Common Stock"), and several stockholders of the Company (the "Selling Stockholders") propose to sell 1,400,000 shares of the Company's issued and outstanding Common Stock. (the "Common Shares") You have advised the Company that the Underwriters propose to make a public offering of their respective portions of the Notes on the effective date of the Registration Statement hereinafter referred to, or as soon thereafter as in your judgment is advisable. The Company has prepared and filed hereby confirms its respective agreements with respect to the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale purchase of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective Notes by the Commission under the Securities Act of 1933, Underwriters as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon PharmaAquinox Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [—] shares of its common stock, par value $0.0001 0.000001 per share (the “Shares”). The [ [—] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [—] Shares as provided in Section 2. The additional [ [—] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ) and ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 193615 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus dated [ ], 2011 [—] describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus in preliminary prospectus form that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The As used herein, “Applicable Time” is [—][a.m.][p.m.] (New York City time) on [—]. As used herein, “free writing prospectus, ” has the meaning set forth in the formRule 405 under the

Introductory. Horizon PharmaMarinus Pharmaceuticals, Inc., Inc. a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 5,000,000 shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] 5,000,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 750,000 Shares as provided in Section 2. The additional [ ] 750,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ▇▇▇▇▇ ) and CompanyRBC Capital Markets, LLC (“Cowen”) and JMP Securities LLC (“JMPRBC”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)206351, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]November 5, 2011 2015 describing the Offered Shares and the offering thereof is called (the “Preliminary Prospectus Supplement”), together with the Base Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon Pharma, AmeriVest Properties Inc., a Delaware Maryland corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares (the “Firm Common Shares”) of its common stock, par value $0.0001 .001 per share (the “SharesCommon Stock”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares shares (the “Optional Common Shares”) of Common Stock, as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Common Shares and, if and to the extent such option is exercised, the Optional Common Shares are collectively called the “Offered Common Shares.” ▇F▇▇▇▇▇, B▇▇▇▇ W▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenFBW”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Common Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 SB-2 (File No. 333-16850486676), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Common Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Such prospectus, 2011 describing in the Offered Shares and form first used by the offering thereof Underwriters to confirm sales of the Common Shares, is called the “Preliminary Prospectus,.” and All references in this Agreement to the Preliminary Prospectus and any other Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus that describes or the Offered Shares and the offering thereof and is used prior Prospectus, or any amendments or supplements to the filing any of the Prospectus foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“E▇▇▇▇”). The Company hereby confirms its agreements with the Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon PharmaPrime Response, Inc., a Delaware corporation (the “"Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “---------- "Underwriters”") an aggregate of [ ] 3,500,000 shares (the "Firm Shares") of its common stockCommon Stock, par value $0.0001 .01 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 525,000 Common Shares (the "Option Shares") as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ". FleetBoston ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇ ▇▇▇▇▇▇▇▇ Incorporated, ▇▇ ▇▇▇▇▇ Securities Corporation, and CompanyDLJdirect, LLC (“Cowen”) and JMP Securities LLC (“JMP”) Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-16850492461), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus"; provided, however, if the Company has, with the consent of

Introductory. Horizon Pharma, Inc.Immune Design Corp., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [_______] shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ [__________] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [_______] Shares as provided in Section 2. The additional [ [________] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & CompanyLLC, Incorporated (“Stifel”), Leerink Partners LLC and ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S‑1, File No. 333-168504), 203241 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formform first used by the Underwriters to confirm sales of the

Introductory. Horizon PharmaPrimus Knowledge Solutions, Inc., a Delaware Washington corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 4,000,000 shares of its common stockCommon ---------- Stock, par value $0.0001 .025 per share (the “"Common Shares"); and the shareholders of the Company named in Schedule B (collectively, the "Selling Shareholders") ---------- severally propose to sell to the Underwriters an aggregate of 150,000 Common Shares. The [ ] 4,000,000 Common Shares to be sold by the Company and the 150,000 shares of Common Shares to be sold by the Selling Shareholders are collectively called the “"Firm Shares.” ". In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 622,500 Common Shares (the "Option Shares"), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” " BancBoston ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ LLC, U.S. Bancorp ▇▇▇▇▇ ▇▇▇▇▇▇▇ Inc. and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) First Albany Corporation have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Common Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-16850477477), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formor

Introductory. Horizon Pharma, Inc.La Jolla Pharmaceutical Company, a Delaware California corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 2,550,000 shares of its common stock, par value $0.0001 per share (the “Shares”). The [ ] 2,550,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 382,500 Shares, as provided in Section 2. The additional [ ] 382,500 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ) and ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)197092, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form)

Introductory. Horizon PharmaPPL Energy Supply, Inc.LLC, a limited liability company organized under the laws of the State of Delaware corporation (the “Company”), proposes to issue and sell to sell, and the several underwriters Underwriters named in Schedule A Section 3 hereof (the “Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act for whom you are acting as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with propose, severally and not jointly, to purchase, upon the offering terms and sale conditions set forth herein, $300,000,000 aggregate principal amount of the Offered SharesCompany’s 6.00% Senior Notes due 2036 (the “Notes”) to be issued under an Indenture, dated as of October 1, 2001, between the Company and The Bank of New York (as successor to JPMorgan Chase Bank, N.A. (formerly The Chase Manhattan Bank)), as trustee thereunder (the “Trustee”), as heretofore supplemented and as to be further supplemented by Supplemental Indenture No. 7 thereto relating to the Notes (“Supplemental Indenture No. 7”) (as so supplemented, the “Indenture”). The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-1 S-3 (File No. 333-168504132574-01), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statementsrelated preliminary prospectus or prospectuses, exhibits which registration statement became effective upon filing under Rule 462(e) (“Rule 462(e)”) of the rules and schedules thereto, in the form in which it was declared effective by regulations of the Commission (the “Securities Act Regulations”) under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder amended (collectively, the “Securities Act”). Such registration statement covers the registration of the Notes under the Securities Act. Promptly after the date of this Agreement, the Company will prepare and file a prospectus in accordance with the provisions of Rule 430B (“Rule 430B”) of the Securities Act Regulations and paragraph (b) of Rule 424 (“Rule 424(b)”) of the Securities Act Regulations. Any information included in such prospectus that was omitted from such registration statement at the time it became effective but that is deemed to be part of and included in such registration statement pursuant to Rule 430B is referred to as “Rule 430B Information.” Each prospectus used in connection with the offering of the Notes that omitted Rule 430B Information (other than a “free writing prospectus” as defined in Rule 405 of the Securities Act Regulations that has not been approved in writing by the Company and the Representatives) is herein called a “preliminary prospectus.” Such registration statement, at any given time, including the amendments thereto to such time, the exhibits and any information schedules thereto at such time, the documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and the documents otherwise deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under or included therein by the Securities ActAct Regulations, is herein called the “Registration Statement.” Any registration statement filed The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The final prospectus in the form first furnished to the Underwriters for use in connection with the offering of the Notes, including the documents incorporated by the Company reference therein pursuant to Rule 462(b) Item 12 of Form S-3 under the Securities Act as of the date hereof and any preliminary prospectuses that form a part thereof, is herein called the “Rule 462(b) Prospectus.” For purposes of this Agreement, all references to the Registration Statement, any preliminary prospectus, the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval system (“▇▇▇▇▇”). All references in this Agreement to financial statements and schedules and other information which is “contained,” and from and after “included” or “stated” in the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” , any preliminary prospectus or the Prospectus (or other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is incorporated by reference in or otherwise deemed by the Rule 462(b) Securities Act Regulations to be a part of or included in the Registration Statement. The , any preliminary prospectus dated [ ]or the Prospectus, 2011 describing as the Offered Shares case may be; and all references in this Agreement to amendments or supplements to the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and Registration Statement, any other preliminary prospectus that describes or the Offered Shares Prospectus shall be deemed to mean and the offering thereof and is used prior to include the filing of any document under the Prospectus Securities Exchange Act of 1934 (as defined belowthe “Exchange Act”) which is called incorporated by reference in or otherwise deemed by the Securities Act Regulations to be a “preliminary prospectus.” The prospectus, part of or included in the formRegistration Statement, such preliminary prospectus or the Prospectus, as the case may be.

Introductory. Horizon PharmaPresbia PLC, Inc., a Delaware corporation an Irish incorporated public limited company (registered no. 539137) (the “Company”), proposes proposes, subject to the terms and conditions set forth herein, to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [—] shares of its common stockordinary shares, par value $0.0001 .001 per share (the “Shares”). The [ [—] Shares to be sold issued by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase subscribe for up to an additional [ [—] Shares as provided in Section 2. The additional [ [—] Shares to be sold by the Company issued pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering offering, issue and onward sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriter, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 333- 194713 which contains a form of prospectus to be used in connection with the public offering and sale the issue of the Offered Shares. Such registration statement, as amended, including the financial statements, statements and exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and issue of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The Company has prepared and filed, in accordance with Section 12 of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”), a registration statement (as amended, the “Exchange Act Registration Statement”) on Form 8-A (File No. [—]) under the Exchange Act to register, under Section 12(b) of the Exchange Act, the class of securities consisting of the Shares. The prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus dated [ ], 2011 [—] describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus in preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon PharmaAclaris Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 3,260,000 shares of its common stock, par value $0.0001 0.00001 per share (the “Shares”). The [ ] 3,260,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 489,000 Shares as provided in Section 2. The additional [ ] 489,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, Jefferies LLC (“CowenJefferies”) and JMP Securities Leerink Partners LLC (“JMPLeerink”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)214384, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]August 9, 2011 2017 describing the Offered Shares and the offering thereof is called (the “Preliminary Prospectus Supplement”), together with the Base Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon PharmaGlycoMimetics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [—] shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ [—] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [—] Shares as provided in Section 2. The additional [ [—] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC Barclays Capital Inc. (“JMPBarclays”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 191567 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus dated [ ], 2011 [—] describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formPreliminary

Introductory. Horizon PharmaSilvaco Group, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇ LLC (“Jefferies”) and TD Securities (USA) LLC (“▇▇ ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 278666 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus dated [ [●], 2011 2024 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formthe

Introductory. Horizon Pharma▇▇▇▇▇▇▇▇▇ Mortgage, Inc., a Delaware Maryland corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A 4,000,000 shares (the “Underwriters”"Firm Securities") an aggregate of [ ] shares of its common stock, par value $0.0001 0.01 per share (the “Shares"Securities"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2several underwriters named on Schedule A annexed hereto ("Underwriters"), ---------- for whom Credit Suisse First Boston Corporation ("CSFBC"), ABN AMRO Rothschild LLC, ▇.▇. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇▇ & Sons, Inc. and RBC ▇▇▇▇ ▇▇▇▇▇▇▇▇ & Company, Incorporated Inc. are acting as representatives (“Stifel”"Representatives"), ▇▇▇▇▇ and Companyalso proposes to issue and sell to the Underwriters, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives at the option of the several Underwriters Underwriters, an aggregate of not more than 600,000 additional shares (in such capacity, "Optional Securities") of its Securities as set forth below. The Firm Securities and the “Representatives”) in connection with the offering and sale of the Optional Securities are herein collectively called "Offered Shares. Securities." The Company has prepared and filed filed, in accordance with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form provisions of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, "Act"), with the “Securities Act”and Exchange Commission ("Commission") a registration statement on Form S-3, (File No. 333-61966), including any information deemed a prospectus ("Rule 429 Registration Statement"), with respect to be a part thereof at the time of effectiveness Offered Securities, which amends pursuant to Rule 430A under 429 of the Act the Company's earlier registration statement on Form S-3 (File No. 333-16799) ("Initial Registration Statement") and which incorporates by reference documents which the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, "Exchange Act, is called "). The Company has prepared a prospectus supplement ("Prospectus Supplement") to the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing prospectus included as part of the Rule 462(b) 429 Registration Statement setting forth the term “terms of the offering, sale and plan of distribution of the Offered Securities and additional information concerning the Company and its business. The Company has furnished to the Representatives, for use by the Underwriters and by dealers, copies of one or more preliminary prospectuses, containing the prospectus included as part of the Rule 429 Registration Statement” shall include , as supplemented by a preliminary Prospectus Supplement, and including the documents incorporated in such prospectus by reference (each, "Preliminary Prospectus"), relating to the Offered Securities. Except where the context otherwise requires, the Rule 462(b) 429 Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and including any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Act, is herein called a “preliminary the "Registration Statement," the Registration Statement and the Initial Registration Statement, as amended when it became effective, are herein collectively called the "Registration Statements" and the prospectus.” The prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as supplemented by the Prospectus Supplement, in the formform filed by the Company with the Commission pursuant to Rule 424(b) under the Act on or before the second business day following the date of this Underwriting Agreement ("Agreement") (or on such other day as the parties may mutually agree), is herein called the "Prospectus." Any reference herein to the Registration Statements, the Prospectus, any Preliminary Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms "amend," "amendment" or "supplement" with respect to the Registration Statements, the Prospectus or any Preliminary Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statements, the Prospectus, any Preliminary Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to its Electronic Data Gathering Analysis and Retrieval System ("▇▇▇▇▇"), and such copy shall be identical in content to any Prospectus or Preliminary Prospectus delivered to the Underwriters for use in connection with the offering of the Offered Securities. No document has been or will be prepared or distributed in reliance on Rule 434 under the Act. The Company hereby agrees with the Underwriters as follows:

Introductory. Horizon Pharma, AmeriVest Properties Inc., a Delaware Maryland corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 2,000,000 shares (the "Firm Common Shares") of its common stock, par value $0.0001 .001 per share (the “Shares"Common Stock"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 300,000 shares (the "Optional Common Shares") of Common Stock, as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Common Shares and, if and to the extent such option is exercised, the Optional Common Shares are collectively called the “Offered "Common Shares.” " ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company▇, LLC Incorporated (“Cowen”"FBW") and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “Representatives”"Representative") in connection with the offering and sale of the Offered Common Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 SB-2 (File No. 333-16850463934), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Common Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” " Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” " and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Common Shares, is called the "Prospectus." All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). The Company hereby confirms its agreements with the Underwriters as follows:

Introductory. Horizon Pharma, Inc.Caribou Holding Company Limited, a Delaware corporation Cayman Island company (the “CompanySelling Shareholder”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 5,000,000 shares of its common stock, par value $0.0001 0.01 per share (the “Shares”) of Caribou Coffee Company Inc., a Minnesota corporation (the “Company”). The [ ] 5,000,000 Shares to be sold by the Company Selling Shareholder are called the “Firm Shares.” In addition, the Company Selling Shareholder has granted to the Underwriters an option to purchase up to an additional [ ] Shares 750,000 Shares, all as provided in Section 2. The additional [ ] 750,000 Shares to be sold by the Company Selling Shareholder pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ Jefferies & Company, Incorporated Inc. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives Representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504170634), which contains and has prepared a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” Such prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Registration StatementProspectus.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]December 6, 2011 2010 describing the Offered Shares and the offering thereof thereof, together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus supplement to the Base Prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formOffered

Introductory. Horizon PharmaSkyWater Technology, Inc., a Delaware [Delaware] corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 0.01 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ) and ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 254580 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus dated [ ], 2011 [●] describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus in preliminary prospectus form that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formdescribes

Introductory. Horizon PharmaThe Cobalt Group, Inc., a Delaware Washington corporation (the “"Company”), proposes to issue and sell to the several underwriters named in Schedule SCHEDULE A (the “"Underwriters”") an aggregate of [ [___] shares (the "Firm Shares") of its common stockCommon Stock, par value $0.0001 0.01 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [___] Common Shares (the "Option Shares") as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ". BancBoston ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company▇▇▇▇▇▇▇▇ Inc., Incorporated (“Stifel”)Bear, ▇▇▇▇▇▇▇ & Co. Inc., ▇▇ ▇▇▇▇▇ Securities Corporation and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) Wit Capital Corporation have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-16850479483), which contains a form of prospectus subject to be completion used in connection with the public offering and sale of the Offered Shares. Each such prospectus subject to completion used in connection with such public offering is called a "preliminary prospectus." Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus." All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). The Company hereby confirms its agreements with the Underwriters as follows:

Introductory. Horizon Pharma, Inc.CECO Environmental Corp., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 1,000,000 shares of its common stock, par value $0.0001 0.01 per share (the “Shares”), and the stockholders of the Company named in Schedule B (collectively, the “Selling Stockholders”) severally propose to sell to the Underwriters an aggregate of 2,348,166 Shares. The [ ] 1,000,000 Shares to be sold by the Company and the 2,348,166 Shares to be sold by the Selling Stockholders are collectively called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 502,250 Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated Co. Inc. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenOppenheimer”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-3 (File No. 333-168504142052), which contains a form of prospectus and amendments thereto, and related preliminary prospectuses to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the prospectus, financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]prospectus, 2011 describing in the form first used by the Underwriters to confirm sales of the Offered Shares and or in the offering thereof form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Preliminary Prospectus,.” and the Preliminary Prospectus and any other Any preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, included in the formRegistration Statement or filed with the

Introductory. Horizon Pharma, Inc.Susser Holdings Corporation, a Delaware corporation (the “Company”), proposes ) confirms its agreement to issue and sell to ▇▇▇▇▇▇▇ Lynch, Pierce, ▇▇▇▇▇▇ & ▇▇▇▇▇ Incorporated (“▇▇▇▇▇▇▇ ▇▇▇▇▇”) and the other several underwriters Underwriters named in Schedule A (the “Underwriters”) an aggregate ), acting severally and not jointly, the respective number of [ ] shares of its common stockCommon Stock, par value $0.0001 0.01 per share share, of the Company (“Common Stock”) set forth in Schedule A hereto and the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 525,000 additional shares of Common Stock to cover overallotments, if any. The aforesaid 3,500,000 shares of Common Stock (the “Shares). The [ ] Shares Initial Securities”) to be sold purchased by the Company are called Underwriters and all or any part of the 525,000 shares of Common Stock subject to the option described in Section 2(b) hereof (the “Firm Shares.” In additionOption Securities”) are herein called, collectively, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered SharesSecurities.” ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives the representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered SharesSecurities. The Company understands that the Underwriters propose to make a public offering of the Securities as soon as the Representative deems advisable after this Agreement has been executed and delivered. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504), which contains a form of prospectus to be used in connection with 333- 177265) covering the public offering and sale of the Offered Shares. Such registration statement, as amendedcertain securities, including the financial statementsSecurities, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amendedamended (the “Securities Act”), and the rules and regulations promulgated thereunder (collectively, the “Securities ActAct Regulations”), which shelf registration statement has been declared effective by the Commission. The Registration Statement contains a prospectus referred to herein as the “Base Prospectus.” Such registration statement, as of any time, means such registration statement as amended by any post-effective amendments thereto to such time, including the exhibits and any information schedules thereto at such time, the documents incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof at the as of such time of effectiveness pursuant to Rule 430A 430B under the Securities ActAct Regulations (“Rule 430B”), and is called referred to herein as the “Registration Statement.;” provided, however, that the “Registration Statement” without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the time of the first contract of sale for the Securities, which time shall be considered the “new effective date” of such registration statement with respect to the Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto as of such time, the documents incorporated or deemed incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof as of such time pursuant to Rule 430B. Any registration statement filed by the Company pursuant to Rule 462(b) under of the Securities Act Regulations is herein called the “Rule 462(b) Registration Statement,” and from and and, after the date and time of filing of the Rule 462(b) Registration Statement such filing, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The Each preliminary prospectus dated [ ], 2011 describing supplement to the Offered Shares and Base Prospectus used in connection with the offering thereof is called of the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used Securities prior to the filing of the Prospectus (as defined below) is called ), including the documents incorporated or deemed to be incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act, together with the Base Prospectus, are collectively referred to herein as a “preliminary prospectus.” Promptly after execution and delivery of this Agreement, the Company will prepare and file a final prospectus supplement to the Base Prospectus relating to the Securities in accordance with the provisions of Rule 424(b) under the Securities Act Regulations (“Rule 424(b)”). The prospectusfinal prospectus supplement, in the formform first furnished or made available to the Underwriters for use in connection with the offering of the Securities, including the documents incorporated or deemed to be incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act, together with the Base Prospectus, are collectively referred to herein as the “Prospectus.” For purposes of this Agreement, all references to the Registration Statement, any preliminary prospectus, the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval system (or any successor system) (“▇▇▇▇▇”). As used in this Agreement:

Introductory. Horizon PharmaKeynote Systems, Inc., a Delaware California corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 2,000,000 shares of its common stockCommon ---------- Stock, par value $0.0001 0.001 per share (the “"Common Shares"); and the shareholders of the Company identified in Schedule B as "Principal Selling Shareholders" (the ---------- "Principal Selling Shareholders") and the shareholders of the Company identified in Schedule B as "Other Selling Shareholders" (the "Other Selling Shareholders" ---------- and, collectively, together with the Principal Selling Shareholders, the "Selling Shareholders") propose to sell to the Underwriters an aggregate of 3,750,000 Common Shares. The [ ] 2,000,000 Common Shares to be sold by the Company and the 3,750,000 Common Shares to be sold by the Selling Shareholders are collectively called the “"Firm Shares.” ". In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 862,500 Common Shares (the "Option Shares"), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares Option Shares, are collectively called the “Offered "Shares.” ". FleetBoston ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”)▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇▇ Securities Inc., ▇▇▇▇ ▇▇▇▇▇▇▇▇ Incorporated, and CompanySoundView Technology Group, LLC (“Cowen”) and JMP Securities LLC (“JMP”) Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-16850494651), which contains a form of prospectus prospectus, subject to completion, to be used in connection with the public offering and sale of the Offered Shares. Each such prospectus, subject to completion, used in connection with such public offering is called a "preliminary prospectus." Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus." All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus, the Prospectus or the Term Sheet, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). The Company and each of the Selling Shareholders hereby confirms their agreements with the Underwriters as follows:

Introductory. Horizon Pharma, Inc.Sterling Bancorp, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 6,000,000 shares of its common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 900,000 Shares as provided in Section 2. The additional [ ] 900,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇▇▇▇ LLC (“Jefferies”), ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company▇, LLC Inc. (“CowenKBW”) and JMP Securities RBC Capital Markets, LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriter, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)201873, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]February 4, 2011 2015 describing the Offered Shares and the offering thereof is called (the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectusSupplement”), in the formtogether with

Introductory. Horizon PharmaPPL Energy Supply, Inc.LLC, a limited liability company organized under the laws of the State of Delaware corporation (the “Company”), proposes to issue and sell to sell, and the several underwriters Underwriters named in Schedule A Section 3 hereof (the “Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act for whom you are acting as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with propose, severally and not jointly, to purchase, upon the offering terms and sale conditions set forth herein, $ 400,000,000 aggregate principal amount of the Offered SharesCompany’s 6.50% Senior Notes due 2018 (the “Notes”) to be issued under an Indenture, dated as of October 1, 2001, between the Company and The Bank of New York (as successor to JPMorgan Chase Bank, N.A. (formerly The Chase Manhattan Bank)), as trustee thereunder (the “Trustee”), as heretofore supplemented and as to be further supplemented by Supplemental Indenture No. 9 thereto relating to the Notes (“Supplemental Indenture No. 9”) (as so supplemented, the “Indenture”). The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-1 S-3 (File No. 333-168504132574-01), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statementsrelated preliminary prospectus or prospectuses, exhibits which registration statement became effective upon filing under Rule 462(e) (“Rule 462(e)”) of the rules and schedules thereto, in the form in which it was declared effective by regulations of the Commission (the “Securities Act Regulations”) under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder amended (collectively, the “Securities Act”). Such registration statement covers the registration of the Notes under the Securities Act. Promptly after the date of this Agreement, the Company will prepare and file a prospectus in accordance with the provisions of Rule 430B (“Rule 430B”) of the Securities Act Regulations and paragraph (b) of Rule 424 (“Rule 424(b)”) of the Securities Act Regulations. Any information included in such prospectus that was omitted from such registration statement at the time it became effective but that is deemed to be part of and included in such registration statement pursuant to Rule 430B is referred to as “Rule 430B Information.” Each prospectus used in connection with the offering of the Notes that omitted Rule 430B Information (other than a “free writing prospectus” as defined in Rule 405 of the Securities Act Regulations that has not been approved in writing by the Company and the Representatives) is herein called a “preliminary prospectus.” Such registration statement, at any given time, including the amendments thereto to such time, the exhibits and any information schedules thereto at such time, the documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and the documents otherwise deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under or included therein by the Securities ActAct Regulations, is herein called the “Registration Statement.” Any registration statement filed The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The final prospectus in the form first furnished to the Underwriters for use in connection with the offering of the Notes, including the documents incorporated by the Company reference therein pursuant to Rule 462(b) Item 12 of Form S-3 under the Securities Act as of the date hereof and any preliminary prospectuses that form a part thereof, is herein called the “Rule 462(b) Prospectus.” For purposes of this Agreement, all references to the Registration Statement, any preliminary prospectus, the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval system (“▇▇▇▇▇”). All references in this Agreement to financial statements and schedules and other information which is “contained,” and from and after “included” or “stated” in the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” , any preliminary prospectus or the Prospectus (or other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is incorporated by reference in or otherwise deemed by the Rule 462(b) Securities Act Regulations to be a part of or included in the Registration Statement. The , any preliminary prospectus dated [ ]or the Prospectus, 2011 describing as the Offered Shares case may be; and all references in this Agreement to amendments or supplements to the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and Registration Statement, any other preliminary prospectus that describes or the Offered Shares Prospectus shall be deemed to mean and the offering thereof and is used prior to include the filing of any document under the Prospectus Securities Exchange Act of 1934 (as defined belowthe “Exchange Act”) which is called incorporated by reference in or otherwise deemed by the Securities Act Regulations to be a “preliminary prospectus.” The prospectus, part of or included in the formRegistration Statement, such preliminary prospectus or the Prospectus, as the case may be.

Introductory. Horizon Pharma, Inc.First Potomac Realty Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares of its common stockshares (the “Firm Shares”) of beneficial interest, par value $0.0001 .001 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Common Shares (the “Option Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇KeyBanc Capital Markets, ▇▇▇▇▇▇▇▇ & Company, Incorporated a division of McDonald Investments Inc. (“StifelKCM”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company is the sole general partner of First Potomac Realty Investment Limited Partnership (the “Operating Partnership”), a Delaware limited partnership that serves as the Company’s primary operating partnership subsidiary. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-11 (File No. 333-168504115958), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Such prospectus, 2011 describing in the Offered Shares and form first used by the offering thereof Underwriters to confirm sales of the Shares, is called the “Preliminary Prospectus,.” All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“E▇▇▇▇”). Each of the Company and the Preliminary Prospectus and any other preliminary prospectus that describes Operating Partnership hereby confirms its agreements with the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon PharmaNPS Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters Underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 6,880,000 shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] 6,880,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,032,000 Shares as provided in Section 2. The additional [ ] 1,032,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ Jefferies & Company, Incorporated Inc. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC (“JMP”) Canaccord Genuity Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504), which contains 159321) including a form of base prospectus to (the “Base Prospectus”) that will be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness (“Effective Time”) pursuant to Rule 430A 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of the filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]September 15, 2011 2010 describing the Offered Shares and the offering thereof thereof, together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus supplement to the Base Prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formthe

Introductory. Horizon Pharma, Inc.Addus HomeCare Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 2,000,000 shares (the “Firm Shares”) of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 300,000 Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇▇▇▇ LLC (“Jefferies”), ▇RBC Capital Markets, LLC (“RBC”) and ▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company& Associates, LLC Inc. (“Cowen▇▇▇▇▇▇▇ ▇▇▇▇▇”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)233600, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]September 3, 2011 2019 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formOffered

Introductory. Horizon Pharma, Inc.The stockholders of Gulfport Energy Corporation, a Delaware corporation (the “Company”), proposes named in Schedule B (collectively, the “Selling Stockholders”) severally propose to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 6,050,000 shares (the “Firm Shares”) of its common stock, par value $0.0001 .01 per share (the “Shares”), of the Company. The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 907,500 Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ & Company, Incorporated L.L.C. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJRCO”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-3 (File No. 333-168504133109), which contains a form of prospectus and amendments thereto, and related preliminary prospectuses to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the prospectus, financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]prospectus, 2011 describing in the form first used by the Underwriters to confirm sales of the Offered Shares and or in the offering thereof form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Preliminary Prospectus,.” and the Preliminary Prospectus and any other Any preliminary prospectus that describes included in the Offered Shares and Registration Statement or filed with the offering thereof and is used prior Commission pursuant to Rule 424 under the filing of the Prospectus (as defined below) Securities Act is called a “preliminary prospectus.” The prospectusAs used herein, in the form“free writing

Introductory. Horizon PharmaPPL Energy Supply, Inc.LLC, a limited liability company organized under the laws of the State of Delaware corporation (the “Company”), proposes to issue and sell to sell, and the several underwriters Underwriters named in Schedule A Section 3 hereof (the “Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act for whom you are acting as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with propose, severally and not jointly, to purchase, upon the offering terms and sale conditions set forth herein, $250,000,000 aggregate principal amount of the Offered SharesCompany’s 7% Senior Notes due 2046 (the “Notes”) to be issued under an Indenture, dated as of October 1, 2001, between the Company and JPMorgan Chase Bank, N.A. (formerly The Chase Manhattan Bank), as trustee thereunder (the “Trustee”), as heretofore supplemented and as to be further supplemented by Supplemental Indenture No. 5 thereto relating to the Notes (“Supplemental Indenture No. 5”) (as so supplemented, the “Indenture”). The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-1 S-3 (File No. 333-168504132574-01), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statementsrelated preliminary prospectus or prospectuses, exhibits which registration statement became effective upon filing under Rule 462(e) (“Rule 462(e)”) of the rules and schedules thereto, in the form in which it was declared effective by regulations of the Commission (the “Securities Act Regulations”) under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder amended (collectively, the “Securities Act”). Such registration statement covers the registration of the Notes under the Securities Act. Promptly after the date of this Agreement, the Company will prepare and file a prospectus in accordance with the provisions of Rule 430B (“Rule 430B”) of the Securities Act Regulations and paragraph (b) of Rule 424 (“Rule 424(b)”) of the Securities Act Regulations. Any information included in such prospectus that was omitted from such registration statement at the time it became effective but that is deemed to be part of and included in such registration statement pursuant to Rule 430B is referred to as “Rule 430B Information.” Each prospectus used in connection with the offering of the Notes that omitted Rule 430B Information (other than a “free writing prospectus” as defined in Rule 405 of the Securities Act Regulations that has not been approved in writing by the Company and the Representatives) is herein called a “preliminary prospectus.” Such registration statement, at any given time, including the amendments thereto to such time, the exhibits and any information schedules thereto at such time, the documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and the documents otherwise deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under or included therein by the Securities ActAct Regulations, is herein called the “Registration Statement.” Any registration statement filed The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The final prospectus in the form first furnished to the Underwriters for use in connection with the offering of the Notes, including the documents incorporated by the Company reference therein pursuant to Rule 462(b) Item 12 of Form S-3 under the Securities Act as of the date hereof and any preliminary prospectuses that form a part thereof, is herein called the “Rule 462(b) Prospectus.” For purposes of this Agreement, all references to the Registration Statement, any preliminary prospectus, the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval system (“▇▇▇▇▇”). All references in this Agreement to financial statements and schedules and other information which is “contained,” and from and after “included” or “stated” in the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” , any preliminary prospectus or the Prospectus (or other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is incorporated by reference in or otherwise deemed by the Rule 462(b) Securities Act Regulations to be a part of or included in the Registration Statement. The , any preliminary prospectus dated [ ]or the Prospectus, 2011 describing as the Offered Shares case may be; and all references in this Agreement to amendments or supplements to the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and Registration Statement, any other preliminary prospectus that describes or the Offered Shares Prospectus shall be deemed to mean and the offering thereof and is used prior to include the filing of any document under the Prospectus Securities Exchange Act of 1934 (as defined belowthe “Exchange Act”) which is called incorporated by reference in or otherwise deemed by the Securities Act Regulations to be a “preliminary prospectus.” The prospectus, part of or included in the formRegistration Statement, such preliminary prospectus or the Prospectus, as the case may be.

Introductory. Horizon Pharma, Inc.U-Store-It Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 28,000,000 shares (the “Firm Shares”) of the Company’s common shares of its common stockbeneficial interest, par value $0.0001 .01 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 4,200,000 Common Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called called, the “Offered Shares.” ▇▇▇▇▇▇▇ Lynch, Pierce, ▇▇▇▇▇▇ & ▇▇▇▇▇ Incorporated (“▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel▇▇▇▇▇”), ) and ▇▇▇▇▇ and CompanyFargo Securities, LLC (“Cowen”) and JMP Securities LLC (“JMP▇▇▇▇▇ Fargo”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The terms Representatives and Underwriters shall mean either the singular or plural as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-3 (File No. 333-168504)156463) on December 24, 2008, which contains a form of base prospectus (the “Base Prospectus”), to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission at each time of effectiveness under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any required information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (the “Exchange Act”), is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The Any preliminary prospectus dated [ ], 2011 describing the Offered Shares and supplement used in connection with the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formthe

Introductory. Horizon Pharma, Inc.First Potomac Realty Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares 4,800,000 of its common stockshares (the “Firm Shares”) of beneficial interest, par value $0.0001 .001 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 720,000 Common Shares (the “Option Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇KeyBanc Capital Markets, ▇▇▇▇▇▇▇▇ & Company, Incorporated a division of McDonald Investments Inc. (“StifelKCM”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company is the sole general partner of First Potomac Realty Investment Limited Partnership (the “Operating Partnership”), a Delaware limited partnership that serves as the Company’s primary operating partnership subsidiary. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-11 (File No. 333-168504115958), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Such prospectus, 2011 describing in the Offered Shares and form first used by the offering thereof Underwriters to confirm sales of the Shares, is called the “Preliminary Prospectus,.” All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“E▇▇▇▇”). Each of the Company and the Preliminary Prospectus and any other preliminary prospectus that describes Operating Partnership hereby confirms its agreements with the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows: