Common use of Pricing Disclosure Package Clause in Contracts

Pricing Disclosure Package. The Pricing Disclosure Package, as of the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement or the Prospectus.

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under representations and warranties set forth in this Section 4(e) shall apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such the only information for so furnished by such Selling Stockholder consists only before the offering (excluding percentages and the number of (A) shares of Stock that will be beneficially owned by such Selling Stockholder’s Stockholder after the offering) consists of the legal name, address and number of shares of Common Stock beneficially Stock, as applicable, owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such the Selling Stockholder’s representation under this Section 4(e) section shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon upon, and in conformity with any with, information relating to such the Selling Stockholder furnished to the Company in writing by such or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package (including or any Pricing Disclosure Package that has subsequently been amendedamendment or supplement thereto), it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by the Selling Stockholder consists only of is (Ai) such Selling Stockholder’s legal the name, address and number of shares of Common Stock beneficially owned by such the Selling Stockholder before and after the offering contemplated hereby offering, and (Bii) the other information with respect to such the Selling Stockholder that appears in the table (excluding percentagesand corresponding footnotes) which appear under the caption “Principal and Selling Stockholders,” in each case, in the Registration Statement Statement, the Pricing Disclosure Package, the Prospectus or in any Issuer Free Writing Prospectus (the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall only apply are limited in all respects to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such each Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including Package, and any Pricing Disclosure Package that has subsequently been amended), amendment or supplement thereto; it being understood and agreed for that the purposes of this Agreement, only such information for furnished by each such Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and the number and type of shares of Common Stock beneficially capital stock owned by such Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before and after the offering contemplated hereby offering, and (B) the other information with respect to such Selling Stockholder (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however however, that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply are limited solely to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any the information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by such Selling Stockholder consists only of (Ai) the name of such Selling Stockholder’s legal name, address and (ii) the number of shares of Class A Common Stock beneficially owned by such Selling Stockholder before and after prior to the offering contemplated hereby and completion of this offering, (Biii) the other information with respect set forth in the applicable footnote relating to such Selling Stockholder (excluding percentages) which appear under the caption beneficial ownership table and (iv) the number of Shares to be offered by such Selling Stockholder, in each case as set forth in the section entitled “Principal and Selling Stockholdersselling stockholders” in the Registration Statement or Statement, the Prospectus.Pricing Disclosure Package and the Prospectus (the “Selling Stockholder Information”)

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of at the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation representations under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder, in writing to the Company, relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such Agreement the only information for so furnished by such Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in (with respect to each Selling Stockholder, the Registration Statement or the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of the Applicable Time did not, and as of at the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation representations under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder, in writing to the Company, relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such the only information for so furnished by such Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in (with respect to each Selling Stockholder, the Registration Statement or the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that each such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly in writing for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed for upon that the purposes of this Agreement, only such information for such furnished in writing by any Selling Stockholder consists only of (A) such Selling Stockholder’s legal the following information: its name, its address and the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding other than percentages) which appear that appears in the table and corresponding footnotes under the caption “Principal and Selling Stockholders” in the contained Registration Statement or any amendment or supplement thereto (such information, the Prospectus“Selling Stockholder Information”), and provided further, that such Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof.

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply are limited solely to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any the information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by such Selling Stockholder consists only of (Ai) the legal name of such Selling Stockholder’s legal name, address and (ii) the number of shares of Common Stock beneficially and, if applicable, the number of shares of Series A Preferred Stock of the Company, owned by such Selling Stockholder before and after Stockholder, prior to the completion of the offering contemplated hereby and the completion of the Concurrent Repurchase (Bas defined in the Pricing Disclosure Package), (iii) the other information with respect set forth in the applicable footnote relating to such Selling Stockholder (excluding percentages) which appear under the caption beneficial ownership table and (iv) the number of Shares to be offered by such Selling Stockholder, in each case as set forth in the section entitled “Principal and Selling Stockholders” in the Registration Statement or Pricing Disclosure Package and the ProspectusProspectus (collectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time Time, did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under representations and warranties set forth in this Section 4(eparagraph (f) shall apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by or on behalf of any Selling Stockholder consists only of (Ai) such Selling Stockholder’s the legal name, address and the number of shares of Common Stock beneficially owned by such Selling Stockholder Stockholder, before and after the offering contemplated hereby offering, and (Bii) the other information (excluding percentages) with respect to such Selling Stockholder which appears in the table (excluding percentagesand corresponding footnotes) which appear under the caption “Principal and Selling Stockholders” in each case, in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (with respect to each Selling Stockholder, the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall only apply are limited in all respects to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including and the Prospectus, and any Pricing Disclosure Package that has subsequently been amended), amendment or supplement thereto; it being understood and agreed for that the purposes of this Agreement, only such information for furnished by such Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and the number and type of shares of Common Stock beneficially capital stock owned by such Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before and after the offering contemplated hereby and offering, (B) the other information with respect to such Selling Stockholder (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus and (C) the information relating to the Company’s controlling stockholder in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder, to the Company, relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such Agreement the only information for so furnished by such Selling Stockholder consists only of (Ai) such Selling Stockholder’s the legal name, address and the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and Stockholder, (Bii) the other information (excluding percentages) with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (including, in each case, any information about beneficial ownership, voting power and investment control of such shares) and (iii) the information with respect to such Selling Stockholder (if any) which appears under the caption “Management” in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (with respect to such Selling Stockholder, collectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under representations and warranties set forth in this Section 4(e) shall apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of such Selling Stockholder expressly for use in the Pricing Disclosure Package (including Package, the Prospectus or any Pricing Disclosure Package that has subsequently been amended), other Issuer Free Writing Prospectus or any amendment or supplement thereto; it being understood and agreed for the purposes of this Agreement, that such information for such furnished by a Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and Stockholder, (B) the other information (excluding percentages) with respect to such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Principal and selling stockholders” and (C) if applicable, the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling StockholdersManagement,” in each case, in the Registration Statement Pricing Disclosure Package, the Prospectus or any other Issuer Free Writing Prospectus or amendment or supplement thereto (the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The To the extent that any statements or omissions made in the Pricing Disclosure Package are made in reliance upon and in conformity with written information furnished to the Company by the Selling Stockholder expressly for use therein, it being understood and agreed that the only such information furnished by the Selling Stockholder consists of the Selling Stockholder Information, the Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided. The Underwriter, however that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon the Company and in conformity with any information relating to such the Selling Stockholder furnished to agree that the Company in writing by such “Selling Stockholder expressly Information” consists solely of the information furnished by the Selling Stockholder for use in connection with the offering in the Registration Statement, the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)and the Prospectus, it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder which consists only solely of (Ai) such Selling Stockholder’s legal the name, address and number of shares of Common Stock beneficially owned by such the Selling Stockholder Stockholder, before and after the offering contemplated hereby offering, and (Bii) the other information with respect to such the Selling Stockholder that appears in the table (excluding percentagesand corresponding footnotes) which appear under the caption “Principal and Selling StockholdersStockholder,” in each case, in the Registration Statement Statement, the Pricing Disclosure Package, the Prospectus or the in any Issuer Free Writing Prospectus.

Pricing Disclosure Package. The Pricing Disclosure Package, Package as of the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any Selling Stockholder Information (as defined below). Each Underwriter, each StepStone Party and each Selling Stockholder agrees that “Selling Stockholder Information” with respect to each Selling Stockholder consists solely of the information furnished by or on behalf of such Selling Stockholder in writing expressly for use in connection with the offering, which solely consists of (A) the name of such Selling Stockholder, (B) the number of shares of Stock owned by such Selling Stockholder prior to the completion of this offering, (C) the information set forth in the applicable footnote relating to such Selling Stockholder furnished under the beneficial ownership table, and (D) the number of Shares to the Company in writing be offered by such Selling Stockholder expressly for use Stockholder, in each case as set forth under the caption “Principal and Selling Stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall only apply are limited in all respects to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such the Selling Stockholder furnished to the Company in writing by or on behalf of such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for the purposes of this Agreement, that such information for such furnished by or on behalf of any Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby Stockholder, and (B) the other information with respect to such Selling Stockholder (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal Selling Shareholders” or “Selling Stockholder and Selling StockholdersOption Stockholder” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus and provided, further that such Selling Stockholder makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to the ProspectusUnderwriter furnished to the Company in writing by the Underwriter expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by the Underwriter consists of the information described as such in Section 9(c) hereof.

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s this representation and warranty under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such the Selling Stockholder Information (as defined below). The Underwriter, the Company, Xxxxxxxx Xxxx and the Selling Stockholder agree that “Selling Stockholder Information” consists solely of the information furnished to by or on behalf of the Company Selling Stockholder in writing by such Selling Stockholder expressly for use in connection with the offering, which solely consists of (A) the name of the Selling Stockholder, (B) the number of shares of Stock owned by the Selling Stockholder prior to the completion of this offering, (C) the information set forth in the applicable footnote relating to the Selling Stockholder under the beneficial ownership table, and (D) the number of Shares to be offered by the Selling Stockholder, in each case as set forth under the caption “Principal and Selling Stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however however, that such the Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply are limited solely to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any the information relating to such the Selling Stockholder furnished to the Company in writing by such the Selling Stockholder expressly for use in the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by the Selling Stockholder consists only of (Ai) such the name of the Selling Stockholder’s legal name, address and (ii) the number of shares of Class A Common Stock beneficially owned by such the Selling Stockholder before and after prior to the offering contemplated hereby completion of this offering, (iii) the information set forth in the applicable footnote relating to the Selling Stockholder under the beneficial ownership table and (Biv) the other information with respect number of Shares to such be offered by the Selling Stockholder (excluding percentages) which appear under Stockholder, in each case as set forth in the caption section entitled “Principal and Selling Stockholdersselling stockholders” in the Registration Statement or Statement, the Prospectus.Pricing Disclosure Package and the Prospectus (the “Selling Stockholder Information”)

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; providedprovided that, however that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall paragraph are limited to only apply to any untrue statement of a material fact those statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder Shareholder furnished to the Company in writing by or on behalf of such Selling Stockholder Shareholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including or the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed that for the all purposes of this Agreement, Agreement that the only such information for furnished by each Selling Shareholder consists of the name and address of such Selling Stockholder consists only of (A) such Selling Stockholder’s legal nameShareholder, address and the number of shares Shares owned, the number of Common Stock beneficially owned by such Selling Stockholder before Shares proposed to be sold and after the offering contemplated hereby and (B) the any other information with respect to such Selling Stockholder Shareholder that appears in the table (and corresponding footnotes but excluding percentagesin all cases percentage of beneficial ownership of the Company) which appear under the caption “Principal and Selling StockholdersShareholders” in (such information with respect to each Selling Shareholder, the Registration Statement or the Prospectus“Selling Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however however, that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply are limited solely to any untrue statement the Selling Stockholder Information (as defined below). Each Underwriter, the Company and each Selling Stockholder agree that with respect to each Selling Stockholder, “Selling Stockholder Information” consists solely of a material fact or omission the information furnished by such Selling Stockholder in writing expressly for use in connection with the offering, which solely consists of (A) the name of such Selling Stockholder, (B) the number of shares of Common Stock owned by such Selling Stockholder prior to state a material fact made the completion of this offering, (C) the information set forth in reliance upon and in conformity with any information the applicable footnote relating to such Selling Stockholder furnished under the beneficial ownership table, and (D) the number of Shares to the Company in writing be offered by such Selling Stockholder expressly for use Stockholder, in each case as set forth under the caption “Selling stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall only apply are limited in all respects to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including and the Prospectus, and any Pricing Disclosure Package that has subsequently been amended), amendment or supplement thereto; it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by the Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and the number and type of shares of Common Stock beneficially capital stock owned by such the Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before and after the offering contemplated hereby and offering, (B) the other information with respect to such Selling Stockholder (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersStockholder” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus and (C) the information relating to the Company’s controlling stockholder in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however however, that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply are limited solely to any untrue statement the Selling Stockholder Information (as defined below). Each Underwriter, the Company and each Selling Stockholder agree that with respect to each Selling Stockholder, “Selling Stockholder Information” consists solely of a material fact or omission the information furnished by such Selling Stockholder in writing expressly for use in connection with the offering of Shares contemplated hereby, which solely consists of (A) the name of such Selling Stockholder, (B) the number of shares of Class A Common Stock and Class B Common Stock owned by such Selling Stockholder prior to state a material fact made the completion of this offering, (C) the information set forth in reliance upon and in conformity with any information the applicable footnote relating to such Selling Stockholder furnished under the beneficial ownership table, and (D) the number of Shares to the Company in writing be offered by such Selling Stockholder expressly for use Stockholder, in each case as set forth under the caption “Selling stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of at the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s Stockholder makes no representation under this Section 4(e) shall only apply or warranty with respect to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by such Selling Stockholder Underwriter expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof, provided further that the provisions of this Agreement, such paragraph (e) only apply to the extent that any statements in or omissions from the Pricing Disclosure Package are made in reliance on and in conformity with written information for relating to such Selling Stockholder consists only of (A) specifically and expressly provided by such Selling Stockholder’s legal Stockholder for use therein, it being further understood and agreed that the only such information furnished by such Selling Stockholder is the name, address and number share ownership of shares of Common Stock beneficially owned by such Selling Stockholder before in the Registration Statement and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear Prospectus under the caption “Principal and Selling Stockholders” in the Registration Statement or the Prospectus.”

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under representations and warranties set forth in this Section 4(esubsection (e) shall apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder Shareholder furnished to the Company in writing by or on behalf of such Selling Stockholder Shareholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including Package, the Prospectus or any Pricing Disclosure Package that has subsequently been amended)Issuer Free Writing Prospectus or any amendment or supplement thereto, it being understood and agreed for that the purposes of this Agreement, such only information for furnished by such Selling Stockholder Shareholder consists only of (A) the name of such Selling Stockholder’s legal nameShareholder, address and the number of shares of Common Stock beneficially owned prior to the offering by such Selling Stockholder before Shareholder and after the offering contemplated hereby and (B) information contained in the other information with respect respective footnote related to such Selling Stockholder (excluding percentages) which appear Shareholder set forth in the beneficial ownership table in the Registration Statement and the Prospectus under the caption “Principal and Selling StockholdersShareholders” in (with respect to each Selling Shareholder, the Registration Statement or the Prospectus“Selling Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time Time, did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section section 4(e) shall only apply are limited in all respects to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended), amendment or supplement thereto; it being understood and agreed for the purposes of this Agreement, that such information for such furnished by a Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and Stockholder, (B) the other information (excluding percentages) with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus and (C) the information with respect to such Selling Stockholder which appears under the caption “Management” in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such the Selling Stockholder’s Stockholder makes no representation under this Section 4(e) shall only apply or warranty with respect to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof, provided further that, the representations and warranties set forth in this paragraph 4(g) are limited in all respects to statements or omissions made in reliance upon and in conformity with the information relating to the Selling Stockholder furnished to the Company Parties in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such the only information for such furnished by the Selling Stockholder consists only of (A) such the name of the Selling Stockholder’s legal name, the number of offered shares and the address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such the Selling Stockholder (excluding percentages) which appear in the Pricing Disclosure Package, Registration Statement or the Prospectus in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in (such information the Registration Statement or the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Solely to the extent that any statements or omissions made in the Pricing Disclosure Package are made in reliance upon and in conformity with Selling Stockholder Information furnished to the Company in writing by such Selling Stockholder expressly for use therein, the Pricing Disclosure Package, as of the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section section 4(e) shall only apply are limited in all respects to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended), amendment or supplement thereto; it being understood and agreed for the purposes of this Agreement, that such information for furnished by such Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and the number and type of shares of Common Stock beneficially capital stock owned by such Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before and after the offering contemplated hereby offering, and (B) the other information with respect to such Selling Stockholder (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of at the Closing Date and as of the any Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall subsection apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for upon that the purposes of this Agreement, only such information for such furnished by a Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear set forth under the caption “Principal and Selling Stockholdersselling stockholders” and biographical information for Xxxxx Xxxxx and Xxxxx Xxxx under the caption “Management—Executive officers and directors” in the Registration Statement or Prospectus (such Selling Stockholder’s information, the Prospectus.“Selling Stockholder’s Information”)

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided. Notwithstanding anything to the contrary, however that with respect to such Selling Stockholder’s representation under this Section 4(e) shall , the preceding sentence applies only apply to any untrue statement of a material fact statements in, or omission to state a material fact made omissions from, the Pricing Disclosure Package that are based upon information furnished in reliance upon and in conformity with any information relating to such Selling Stockholder furnished writing to the Company in writing by such Selling Stockholder expressly specifically for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)therein, it being understood and agreed for that the purposes of this Agreement, such only information for furnished by such Selling Stockholder consists only of solely (A) the legal name and address of such Selling Stockholder’s legal nameStockholder set forth in the table and all information with respect to such Selling Stockholder set forth in the related footnotes that appears under the caption “Selling Shareholders”, address (B) the number of Shares to be offered by such Selling Stockholder that appears in the table (and corresponding footnotes) under the caption “Selling Shareholders”, and (C) the number of shares of Common Stock beneficially common stock and warrants owned by such Selling Stockholder before and after the offering contemplated hereby that appears in the table (and (Bcorresponding footnotes) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” Shareholders”, in each case, in the Registration Statement or Pricing Disclosure Package (the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling StockholderShareholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder Shareholder furnished to the Company in writing by such Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, such only information for such furnished by each Selling Stockholder Shareholder to the Company consists only of (A) the legal name and address of such Selling Stockholder’s legal name, address Shareholder and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect about such Selling Shareholder set forth in the footnote relating to such Selling Stockholder (excluding percentages) which appear Shareholder under the caption “Principal and Selling StockholdersShareholders” and (B) the number of shares of common stock beneficially owned by such Selling Shareholder before the offering (excluding percentages) that appears in the Registration Statement or table (and corresponding footnotes) under the Prospectuscaption “Principal and Selling Shareholders” (collectively, the “Selling Shareholder Information”).

Pricing Disclosure Package. The All information furnished by or on behalf of such Selling Stockholder in writing expressly for use in the Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed for that the purposes of this Agreement, only such information for furnished by or on behalf of any Selling Stockholder consists of the name and address of such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and the number of shares of Common Stock beneficially owned Shares held by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Pricing Disclosure Package, including such information set out in the footnote to the table therein related to such Selling Stockholder, and the biography of any director affiliated with such Selling Stockholder as set out under the caption “Directors and Executive Officers” in the Company’s Definitive Proxy Statement on Schedule 14A, dated April 6, 2017, incorporated by reference into the Registration Statement Statement, the Pricing Disclosure Package and the Prospectus (the “Selling Stockholder Information”); provided that such Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the ProspectusCompany in writing by such Underwriter through the Representative expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof.

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties in this Section 4(e) shall only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such the Selling Stockholder furnished to the Company in writing by such by, or on behalf of, the Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has been subsequently been amended), ) (it being understood and agreed for the purposes of this Agreement, that such information for such Selling Stockholder solely consists only of (A) such the name of the Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect relating to such the Selling Stockholder’s holdings of shares of Stock in the beneficial ownership table, (C) the information set forth in the applicable footnote relating to the Selling Stockholder in the beneficial ownership table and (excluding percentagesD) which appear the number of Shares to be offered by the Selling Stockholder, in each case as set forth under the caption “Principal and Selling StockholdersStockholder” in the Registration Statement or Statement, the ProspectusPricing Disclosure Package and the Prospectus (such information, the “Selling Stockholder Information”) .

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder, to the Company, relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such Agreement the only information for so furnished by such Selling Stockholder consists only of (Ai) such Selling Stockholder’s the legal name, address and the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and Stockholder, (Bii) the other information (excluding percentages) with respect to such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholder” in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (including, in each case, any information about beneficial ownership, voting power and investment control of such shares) and (iii) the information with respect to such Selling Stockholder (excluding percentagesif any) which appear appears under the caption “Principal and Selling StockholdersManagement” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (with respect to such Selling Stockholder, collectively, the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; providedprovided that, however that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall paragraph are limited to only apply to any untrue statement of a material fact those statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder Shareholder furnished to the Company in writing by such Selling Stockholder Shareholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)or the Prospectus, it being understood and agreed that for the all purposes of this Agreement, Agreement that the only such information for furnished by each Selling Shareholder consists of the name and address of such Selling Stockholder consists only of (A) such Selling Stockholder’s legal nameShareholder, address and the number of shares Shares owned, the number of Common Stock beneficially owned by such Selling Stockholder before Shares proposed to be sold and after the offering contemplated hereby and (B) the any other information with respect to such Selling Stockholder Shareholder that appears in the table (and corresponding footnotes but excluding percentagespercentage of beneficial ownership of the Company) which appear under the caption “Principal and Selling StockholdersShareholders” in and any biographical information furnished under the Registration Statement caption “Management” by the Selling Shareholder or persons employed by or affiliated with such Selling Shareholder (such information with respect to each Selling Shareholder, the Prospectus“Selling Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however that such Selling Stockholder’s representation under this Section 4(e) shall but only apply with respect to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder, in writing to the Company, relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such the only information for so furnished by such Selling Stockholder Stockhold- er consists only of (A) such Selling Stockholder’s the legal name, address and number of shares of Common Stock owned by such Selling Stockholder before the offering (excluding percentages and the number of shares of Common Stock that will be beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentagesoffering) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement or Preliminary Prospectus (with respect to each Selling Stockholder, the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties in this Section 4(e) shall only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such the Selling Stockholder furnished to the Company in writing by such by, or on behalf of, the Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has been subsequently been amended), ) (it being understood and agreed for the purposes of this Agreement, that such information for such Selling Stockholder solely consists only of (A) such the name of the Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect relating to such the Selling Stockholder’s holdings of shares of Stock in the beneficial ownership table, (C) the information set forth in the applicable footnote relating to the Selling Stockholder in the beneficial ownership table and (excluding percentagesD) which appear the number of Shares to be offered by the Selling Stockholder, in each case as set forth under the caption “Principal and Selling StockholdersStockholder” in the Registration Statement or Statement, the ProspectusPricing Disclosure Package and the Prospectus (such information, the “Selling Stockholder Information”) .

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation 's representations under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished by or on behalf of such Selling Stockholder in writing to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by such Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby offering, (B) information regarding such Selling Stockholder's direct or indirect interest, or lack of any interest, in any transaction since the beginning of the Company's last fiscal year, or proposed transaction, in which the Company was or is to be a participant and the amount involved exceeds $120,000, and (BC) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “"Principal and selling stockholders" (with respect to each Selling Stockholders” in Stockholder, the Registration Statement or the Prospectus"Selling Stockholder Information").

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however however, that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply are limited solely to any untrue statement the Selling Stockholder Information (as defined below). The Underwriter, the Company and each Selling Stockholder agree that “Selling Stockholder Information” consists solely of a material fact or omission the information furnished by such Selling Stockholder for use in connection with the offering, which solely consists of (A) the name of such Selling Stockholder, (B) the number of shares of Common Stock owned by such Selling Stockholder prior to state a material fact made the completion of this offering, (C) the information set forth in reliance upon and in conformity with any information the applicable footnote relating to such Selling Stockholder furnished under the beneficial ownership table and (D) the number of Shares to the Company in writing be offered by such Selling Stockholder expressly for use Stockholder, in each case as set forth under the caption “Selling Stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e5(e) shall only apply are limited in respects to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such each Selling Stockholder Shareholder furnished to the Company in writing by such Selling Stockholder Shareholder expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for the purposes of that this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and the number and type of shares of Common Stock beneficially owned by such Selling Stockholder Shareholder (including any information about beneficial ownership, voting power and investment control of such shares) before and after the offering contemplated hereby offering, and (B) the other information with respect to such Selling Stockholder (excluding percentages) with respect to the Selling Shareholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersShareholders” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (the Prospectus“Selling Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s Stockholder makes no representation under this Section 4(e) shall only apply and warranty with respect to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by such Underwriter through the Representative expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof; provided further that the representations and warranties set forth in this section 4(e) are limited in all respects to statements or omissions made in reliance upon information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), Package; it being understood and agreed for the purposes of this Agreement, that such information for such furnished by a Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby Stockholder, and (B) the other information (excluding percentages) with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement or Pricing Disclosure Package (with respect to each Selling Stockholder, the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties in this Section 4(e) shall only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such the Selling Stockholder furnished to the Company in writing by such by, or on behalf of, the Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has been subsequently been amended), ) (it being understood and agreed for the purposes of this Agreement, that such information for such Selling Stockholder solely consists only of (A) such the name of the Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect relating to such the Selling Stockholder’s holdings of shares of Stock in the beneficial ownership table, (C) the information set forth in the applicable footnote relating to the Selling Stockholder in the beneficial ownership table and (excluding percentagesD) which appear the number of Shares to be offered by the Selling Stockholder, in each case as set forth under the caption “Principal and Selling StockholdersStockholder” in the Registration Statement or Statement, the ProspectusPricing Disclosure Package and the Prospectus (such information, the “Selling Stockholder Information”) .

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s this representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any Selling Stockholder Information (as defined below). The Underwriter, the Company, Xxxxxxxx Xxxx and the Selling Stockholder agree that “Selling Stockholder Information” consists solely of the information furnished by or on behalf of the applicable Selling Stockholder in writing expressly for use in connection with the offering, which solely consists of (A) the name of such Selling Stockholder, (B) the number of shares of Stock owned by such Selling Stockholder prior to the completion of this offering, (C) the information set forth in the applicable footnote relating to such Selling Stockholder furnished under the beneficial ownership table, and (D) the number of Shares to the Company in writing be offered by such Selling Stockholder expressly for use Stockholder, in each case as set forth under the caption “Principal and Selling Stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of such Selling Stockholder expressly for use in the Pricing Disclosure Package (including Package, taking into account any Pricing Disclosure Package that has subsequently been amended)written updates to such information provided by such Selling Stockholder, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by or on behalf of any such Selling Stockholder consists only of (A) the legal name and address of such Selling Stockholder set forth in the Selling Stockholder’s legal name, address respective footnote that appears under the caption “Principal and selling stockholders,” (B) the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby (excluding percentages) that appears in the table (and corresponding footnotes) under the caption “Principal and selling stockholders” and (BC) if such Selling Stockholder is an executive officer, key employee or director of the other Company, the biographical information with respect to such Selling Stockholder (excluding percentages) which appear that appears under the caption “Principal Management—Executive Officers, Key Employees and Selling StockholdersDirectors” in the Registration Statement or Statement, the ProspectusPreliminary Prospectus and the Prospectus (with respect to each Selling Stockholder, collectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under this Section 4(e) section shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon upon, and in conformity with any with, information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of such Selling Stockholder expressly for use in the Pricing Disclosure Package (including or any Pricing Disclosure Package that has subsequently been amendedamendment or supplement thereto), it being understood and agreed for that the purposes of this Agreement, only such information for furnished by such Selling Stockholder consists only of is (Ai) such Selling Stockholder’s legal the name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby offering, and (Bii) the other information with respect to such Selling Stockholder that appears in the table (excluding percentagesand corresponding footnotes) which appear under the caption “Principal and Selling Stockholders,” in each case, in the Registration Statement Statement, the Pricing Disclosure Package, the Prospectus or in any Issuer Free Writing Prospectus (the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under this Section 4(e4(c) shall only apply to any untrue such statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such the Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by the Selling Stockholder consists only of (A) such the legal name and address of the Selling Stockholder’s legal name, address the number and number class of shares of Common Stock beneficially owned held by such the Selling Stockholder before and after the offering contemplated hereby percentages of voting power, and (B) the other information with respect to such about the Selling Stockholder (excluding percentages) which appear set forth in the footnote relating to the Selling Stockholder under the table under the caption “Principal and Selling StockholdersShareholders” in (collectively, the Registration Statement or the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties in this Section 4(e) shall only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such the Selling Stockholder furnished to the Company in writing by such by, or on behalf of, the Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has been subsequently been amended), ) (it being understood and agreed for the purposes of this Agreement, that such information for such Selling Stockholder solely consists only of (A) such the name of the Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect relating to such the Selling Stockholder’s holdings of shares of Stock in the beneficial ownership table, (C) the information set forth in the applicable footnote relating to the Selling Stockholder in the beneficial ownership table and (excluding percentagesD) which appear the number of Shares to be offered by the Selling Stockholder, in each case as set forth under the caption “Principal and Selling StockholdersStockholder” in the Registration Statement or Statement, the ProspectusPricing Disclosure Package and the Prospectus (such information, the “Selling Stockholder Information”) .

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling StockholdersShareholders” in the Registration Statement Statement, the Pricing Disclosure Package or the ProspectusProspectus (with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section section 4(e) shall only apply are limited in all respects to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such the Selling Stockholder furnished to the Company in writing by such the Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended), amendment or supplement thereto; it being understood and agreed for the purposes of this Agreement, that such information for such furnished by the Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and the number of shares of Common Stock beneficially owned by such the Selling Stockholder before and after the offering contemplated hereby Stockholder, and (B) the other information with respect to such Selling Stockholder (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time Time, did not, and and, as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such the Selling StockholderShareholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such the Selling Stockholder Shareholder furnished to the Company in writing by such the Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, such only information for such furnished by the Selling Stockholder Shareholder to the Company consists only of (Ai) such Selling Stockholder’s the legal name, address and the number of shares Ordinary Shares of Common Stock the Company beneficially owned by such the Selling Stockholder Shareholder, before and after the offering contemplated hereby offering, and (Bii) the other information with respect to such the Selling Stockholder Shareholder which appears in the table (excluding percentagesand corresponding footnotes) which appear under the caption “Principal and Selling StockholdersShareholder” in the Registration Statement Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information, the Prospectus“Selling Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall only apply are limited solely to any untrue statement of a material fact those statements or omission to state a material fact omissions made in reliance upon and in conformity with any the Selling Stockholder Information (as defined below) furnished by such Selling Stockholder. Each Underwriter, the Company and each Selling Stockholder agree that the “Selling Stockholder Information” consists solely of the information furnished by such Selling Stockholder for use in connection with the offering in the Registration Statement, the Pricing Disclosure Package and the Prospectus, which solely consists of (i) the name and address of such Selling Stockholder, (ii) the number of shares of Class A Common Stock and Class B Common Stock owned before and after the offering, the number of Shares proposed to be offered, (iii) the information set forth in the applicable footnote relating to such Selling Stockholder under the beneficial ownership table and (iv) any biographical information, if any, furnished to under the Company caption “Executive Officers” in writing the Company’s proxy statement on Schedule 14A (as filed on April 26, 2018) by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for or persons employed by or affiliated with such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such each Selling Stockholder, the “Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement or the ProspectusInformation”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under representations and warranties set forth in this Section 4(e) shall apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such the Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Preliminary Prospectus, it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by the Selling Stockholder Shareholder consists only of (A) such the legal name and address of the Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Shareholder set forth in the footnote relating to the Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear Shareholder under the caption “Principal and Selling StockholdersShareholders” and (B) the number of Ordinary Shares owned by the Selling Shareholder before and after the offering (excluding percentages) that appears in the Registration Statement or table (and corresponding footnotes) under the Prospectuscaption “Principal and Selling Shareholders” (collectively, the “Selling Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; providedprovided that, however that such Selling Stockholder’s the representation and warranty provided by Xxxxxxx-Xxxxxxx under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any Selling Stockholder Information (as defined below). The Underwriter, the Company, Xxxxxxxx Xxxx and Xxxxxxx-Xxxxxxx agree that “Selling Stockholder Information” with respect to Xxxxxxx-Xxxxxxx consists solely of the information furnished by or on behalf of such Selling Stockholder in writing expressly for use in connection with the offering, which solely consists of (A) the name of such Selling Stockholder, (B) the number of shares of Stock owned by such Selling Stockholder prior to the completion of this offering, (C) the information set forth in the applicable footnote relating to such Selling Stockholder furnished under the beneficial ownership table, and (D) the number of Shares to the Company in writing be offered by such Selling Stockholder expressly for use Stockholder, in each case as set forth under the caption “Principal and Selling Stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; providedprovided that, however that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall paragraph are limited to only apply to any untrue statement of a material fact those statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder Shareholder furnished to the Company in writing by or on behalf of such Selling Stockholder Shareholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including or the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed that for the all purposes of this Agreement, Agreement that the only such information for furnished by each Selling Shareholder consists of the name and address of such Selling Stockholder consists only of (A) such Selling Stockholder’s legal nameShareholder, address and the number of shares Shares owned, the number of Common Stock beneficially owned by such Selling Stockholder before Shares proposed to be sold and after the offering contemplated hereby and (B) the any other information with respect to such Selling Stockholder Shareholder that appears in the table (and corresponding footnotes but excluding percentagesin all cases percentages of beneficial ownership of the Company) which appear under the caption “Principal and Selling StockholdersShareholders” in (such information with respect to each Selling Shareholder, the Registration Statement or the Prospectus“Selling Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply are limited solely to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any the information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by such Selling Stockholder consists only of (Ai) the legal name of such Selling Stockholder’s legal name, address and (ii) the number of shares of Common Stock beneficially and, if applicable, the number of shares of Series A Preferred Stock of the Company, owned by such Selling Stockholder before and after Stockholder, prior to the completion of the offering contemplated hereby and hereby, (Biii) the other information with respect set forth in the applicable footnote relating to such Selling Stockholder (excluding percentages) which appear under the caption beneficial ownership table and (iv) the number of Shares to be offered by such Selling Stockholder, in each case as set forth in the section entitled “Principal and Selling Stockholders” in the Registration Statement or Pricing Disclosure Package and the ProspectusProspectus (collectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; providedprovided that with respect to Dxxxxxx-Xxxxxxx, however that such Selling Stockholder’s Dxxxxxx-Xxxxxxx’x representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any Selling Stockholder Information (as defined below). Each Underwriter, the Company, Hxxxxxxx Xxxx and Dxxxxxx-Xxxxxxx agree that “Selling Stockholder Information” with respect to Dxxxxxx-Xxxxxxx consists solely of the information furnished by or on behalf of such Selling Stockholder in writing expressly for use in connection with the offering, which solely consists of (A) the name of such Selling Stockholder, (B) the number of shares of Stock owned by such Selling Stockholder prior to the completion of this offering, (C) the information set forth in the applicable footnote relating to such Selling Stockholder furnished under the beneficial ownership table, and (D) the number of Shares to the Company in writing be offered by such Selling Stockholder expressly for use Stockholder, in each case as set forth under the caption “Principal and Selling Stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however that such Selling Stockholder’s representation under this Section 4(e) shall but only apply with respect to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder, in writing to the Company, relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such the only information for so furnished by such Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and number of shares of Common Stock, Preferred Stock and/or Warrants, as applicable, owned by such Selling Stockholder before the offering (excluding percentages and the number of shares of Common Stock and Preferred Stock that will be beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentagesoffering) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement or Preliminary Prospectus (with respect to each Selling Stockholder, the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under representations and warranties set forth in this Section 4(e) shall apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such the only information for so furnished by such Selling Stockholder consists only before the offering (excluding percentages and the number of (A) shares of Stock that will be beneficially owned by such Selling Stockholder’s Stockholder after the offering and the Concurrent Share Repurchase) consists of the legal name, address and number of shares of Common Stock beneficially Stock, as applicable, owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the any Additional Closing Date, as the case may be, Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder, to the Company, relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such Agreement the only information for so furnished by such Selling Stockholder consists only of (Ai) such Selling Stockholder’s the legal name, address and the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and Stockholder, (Bii) the other information (excluding percentages) with respect to such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (including, in each case, any information about beneficial ownership, voting power and investment control of such shares) and (iii) the information with respect to such Selling Stockholder (excluding percentagesif any) which appear appears under the caption “Principal and Selling StockholdersManagement” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (with respect to such Selling Stockholder, collectively, the Prospectus“Selling Stockholders Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply are limited solely to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any the Selling Stockholder Information (as defined below) furnished by such Selling Stockholder. Each Underwriter, the Company and each Selling Stockholder agree that “Selling Stockholder Information” consists solely of the information furnished by such Selling Stockholder for use in connection with the offering, which solely consists of (i) the name of such Selling Stockholder, (ii) the number of shares of common stock owned by such Selling Stockholder prior to the completion of this offering, (iii) the information set forth in the applicable footnote relating to such Selling Stockholder furnished under the beneficial ownership table and (iv) the number of Shares to the Company in writing be offered by such Selling Stockholder expressly for use Stockholder, in each case as set forth under the caption “Principal and Selling stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; providedprovided that the Selling Shareholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company by such Underwriter expressly for use in such Pricing Disclosure Package, however it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof; and provided further, however, that the Selling StockholderShareholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder Shareholder furnished in writing to the Company in writing by such or on behalf of the Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by the Selling Stockholder Shareholder consists only of (Ai) such Selling Stockholder’s the legal name, address and the number of shares of Common Stock beneficially owned by such the Selling Stockholder Shareholder before and after the offering contemplated hereby and sale of the Shares and (Bii) the other information with respect to such the Selling Stockholder Shareholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersShareholders” in the Registration Statement or Preliminary Prospectus included in the ProspectusPricing Disclosure Package (the “Selling Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under representations and warranties set forth in this Section 4(e) shall apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such a Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Preliminary Prospectus, it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by each Selling Stockholder consists only of (A) the legal name and address of such Selling Stockholder’s legal name, address Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Principal and Selling Stockholders” and (B) the number of shares of Common Stock beneficially common stock owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in (collectively, the Registration Statement or the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that the representations and warranties of such Selling Stockholder’s representation under Stockholder set forth in this Section 4(e) shall only apply are limited in all respects to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including Package, and any Pricing Disclosure Package that has subsequently been amended), amendment or supplement thereto; it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by each the Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and the number and type of shares of Common Stock beneficially capital stock owned by such the Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before and after the offering contemplated hereby offering, and (B) the other information with respect to such Selling Stockholder (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, the Prospectus or any Issuer Free Writing Prospectus (the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The information specifically relating to such Selling Shareholder contained in the Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s Shareholder representation under this Section 4(eclause (c) shall only apply to any untrue such statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information specifically relating to such Selling Stockholder Shareholder furnished to the Company in writing by such Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package (including Package, and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by such Selling Stockholder Shareholder consists only of (A) the legal name and address of such Selling Stockholder’s legal name, address Shareholder and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to about such Selling Stockholder (excluding percentages) which appear Shareholder set forth in the footnote relating to Selling Shareholder under the caption “Principal and Selling StockholdersShareholders” and (B) the number of common shares beneficially owned by Selling Shareholder before and after the offering (excluding percentages) that appears in the Registration Statement or table under the Prospectuscaption “Principal and Selling Shareholders” (collectively, the “Selling Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however that such Selling Stockholder’s representation under this Section 4(e) shall only apply . The representations and warranties in the preceding sentence are limited to any untrue statement of a material fact statements in or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such the Selling Stockholder furnished to the Company in writing by such the Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including Package, the Prospectus or any Pricing Disclosure Package that has subsequently been amended)amendments or supplements thereto, it being understood and agreed for the purposes of this Agreement, that such information for such Selling Stockholder consists only of (A) such the Selling Stockholder’s legal name, address name and number the information relating to its holdings of Stock and shares of Common the Company’s Series B Junior Participating Convertible Preferred Stock, and the name and the information relating to the holdings of Stock beneficially owned by such Selling Stockholder before and after shares of the offering contemplated hereby and (B) the other information Company’s Series B Junior Participating Convertible Preferred Stock of those persons with respect to such Selling Stockholder (excluding percentages) which appear it shares dispositive or voting power, set forth under the caption heading “Principal and Selling StockholdersStockholder” in the Registration Statement Statement, the Pricing Disclosure Package, the Prospectus or any amendments or supplements thereto (the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation representations under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by any such Selling Stockholder consists only of (A) the legal name and address of such Selling Stockholder set forth in the Selling Stockholder’s legal name, address respective footnote that appears under the caption “Principal and selling stockholders,” (B) the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby (excluding percentages) that appears in the table (and corresponding footnotes) under the caption “Principal and selling stockholders” and (BC) if such Selling Stockholder is an executive officer, key employee or director of the other Company, the biographical information with respect to such Selling Stockholder (excluding percentages) which appear that appears under the caption “Principal Management—Executive Officers, Key Employees and Selling StockholdersDirectors” in the Registration Statement or Statement, the ProspectusPreliminary Prospectus and the Prospectus (with respect to each Selling Stockholder, collectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; providedprovided that with respect to Rysaffe Trustee Company (C.I.) Limited as trustee of The Oakville Number 2 Trust (“Oakville”), however that such Selling StockholderOakville’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any Selling Stockholder Information (as defined below). Each Underwriter, the Company, Xxxxxxxx Xxxx and Oakville agree that “Selling Stockholder Information” with respect to Oakville consists solely of the information furnished by or on behalf of such Selling Stockholder in writing expressly for use in connection with the offering, which solely consists of (A) the name of such Selling Stockholder, (B) the number of shares of Stock owned by such Selling Stockholder prior to the completion of this offering, (C) the information set forth in the applicable footnote relating to such Selling Stockholder furnished under the beneficial ownership table, and (D) the number of Shares to the Company in writing be offered by such Selling Stockholder expressly for use Stockholder, in each case as set forth under the caption “Principal and Selling Stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by each Selling Stockholder consists only of (A) the legal name and address of such Selling Stockholder’s legal name, address Stockholder and the other information about such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Principal and Selling Stockholders,” (B) the number of shares of Common Stock common stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in and (C) with respect to the Registration Statement or Sponsor Selling Stockholders, the Prospectusinformation about such Sponsor Selling Stockholder under the caption “Summary—Principal Stockholders” (collectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s Stockholder makes no representation under this Section 4(e) shall only apply or warranty with respect to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by such Selling Stockholder Underwriter through the Representative expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by any Underwriter consists of the information described as such in Section 9(c) hereof and provided further that the representations and warranties contained in this paragraph shall only apply to any statements or omissions made in reliance upon and in conformity with information furnished in writing to the Company by such Selling Stockholder it being understood and agreed that the only information furnished in writing to the Company by such Selling Stockholder consists only of (A) the name of such Selling Stockholder’s legal name, the number of offered shares and the address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the Pricing Disclosure Package in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in (the Registration Statement or the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The All information furnished by or on behalf of such Selling Stockholder in writing expressly for use in the Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed for that the purposes of this Agreement, only such information for furnished by or on behalf of any Selling Stockholder consists of the name and address of such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and the number of shares of Common Stock beneficially owned Shares held by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Pricing Disclosure Package, including such information set out in the footnote to the table therein related to such Selling Stockholder, and the biography of any director affiliated with such Selling Stockholder as set out under the caption “Directors and Executive Officers” in the Company’s Definitive Proxy Statement on Schedule 14A, dated April 15, 2016, incorporated by reference into the Registration Statement Statement, the Pricing Disclosure Package and the Prospectus (the “Selling Stockholder Information”); provided that such Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the ProspectusCompany in writing by such Underwriter through the Representative expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof.

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however however, that each such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to the Selling Stockholder Information (as defined below) furnished by such Selling Stockholder furnished to Stockholder. Each Underwriter, the Company in writing and each Selling Stockholder agree that the “Selling Stockholder Information” consists solely of the information furnished by such Selling Stockholder expressly for use in connection with the offering in the Registration Statement, the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)and the Prospectus, it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder which solely consists only of (Ai) the name and address of such Selling Stockholder’s legal name, address and (ii) the number of shares of Common Stock beneficially of the Company owned before and after the offering, (iii) the number of Shares proposed to be offered by such Selling Stockholder, (iv) the information set forth in the applicable footnote relating to such Selling Stockholder under the beneficial ownership table and (v) any biographical information, if any, furnished under the caption “Management” by such Selling Stockholder before and after the offering contemplated hereby and or persons employed by or affiliated with such Selling Stockholder (B) the other such information with respect to such each Selling Stockholder, the “Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement or the ProspectusInformation”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of at the Closing Date and as of the any Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall subsection apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for upon that the purposes of this Agreement, only such information for such furnished by a Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (Bi) the other information with respect to such Selling Stockholder (excluding percentages) which appear set forth under the caption “Principal and Selling Stockholdersstockholders” in the Registration Statement or Prospectus and (ii) the Prospectusbiographical information for Xxxxx Xxxxx and Xxxxx Xxxx, with respect to the Warburg Pincus Selling Stockholders, and Xxxxx X. Xxxxxx and Xxxx X. Xxxxxx, with respect to the Management Selling Stockholders, in each case incorporated by reference in the Prospectus from the Company’s proxy statement on Schedule 14A for the Company’s 2013 annual meeting of stockholders (such Selling Stockholder’s information, the “Selling Stockholder’s Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by the Selling Stockholder consists only of (A) the legal name and address of such Selling Stockholder’s legal name, address Stockholder and the other information about such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Principal and Selling Stockholders,” (B) the number of shares of Common Stock common stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in and (C) the Registration Statement or information about such Selling Stockholder under the Prospectuscaption “Summary—Principal Stockholders” (collectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided. Notwithstanding anything to the contrary, however that with respect to such Selling Stockholder’s representation under this Section 4(e) shall , the preceding sentence applies only apply to any untrue statement of a material fact statements in, or omission to state a material fact made omissions from, the Pricing Disclosure Package that are based upon information furnished in reliance upon and in conformity with any information relating to such Selling Stockholder furnished writing to the Company in writing by such Selling Stockholder expressly specifically for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)therein, it being understood and agreed for that the purposes of this Agreement, such only information for furnished by such Selling Stockholder consists only solely of (A) the legal name and address of such Selling Stockholder’s legal nameStockholder set forth in the table and all information with respect to such Selling Stockholder set forth in the related footnotes that appears under the caption “Selling Shareholders”, address (B) the number of Selling Stockholder Shares to be offered by such Selling Stockholder that appears in the table (and corresponding footnotes) under the caption “Selling Shareholders”, and (C) the number of shares of Common Stock beneficially common stock and warrants owned by such Selling Stockholder before and after the offering contemplated hereby that appears in the table (and (Bcorresponding footnotes) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” Shareholders”, in each case, in the Registration Statement Pricing Disclosure Package (the “Selling Stockholder Information”). Notwithstanding anything to the contrary, with respect to the Share Borrower, the second preceding sentence applies only to statements in, or omissions from, the Pricing Disclosure Package that are based upon information furnished in writing to the Company by the Share Borrower specifically for use therein, it being understood and agreed that the only information furnished by the Share Borrower consists solely of the information contained in the second (2nd) sentence of the second (2nd) paragraph under the caption “Underwriting” related to the offering of the Borrowed Shares (and any summary or repetition of such information elsewhere in the Prospectus).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s Stockholder makes no representation under this Section 4(e) shall only apply or warranty with respect to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by such Selling Stockholder Underwriter through the Representatives expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by any Underwriter consists of the information described as such in Section 9(c) hereof and provided further that the representations and warranties contained in this paragraph shall only apply to any statements or omissions made in reliance upon and in conformity with information furnished in writing to the Company by such Selling Stockholder it being understood and agreed that the only information furnished in writing to the Company by such Selling Stockholder consists only of (A) the legal name and address of such Selling Stockholder’s legal name, address Stockholder and the other information about such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Selling Stockholders,” and (B) the number of shares of Common Stock common stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in (collectively, the Registration Statement or the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply are limited solely to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any the Selling Stockholder Information (as defined below) furnished by such Selling Stockholder. Each Underwriter, the Company and each Selling Stockholder agree that “Selling Stockholder Information” consists solely of the information furnished by such Selling Stockholder for use in connection with the offering, which solely consists of (i) the name of such Selling Stockholder, (ii) the number of shares of common stock owned by such Selling Stockholder prior to the completion of this offering, (iii) the information set forth in the applicable footnote relating to such Selling Stockholder furnished under the beneficial ownership table and (iv) the number of Shares to the Company in writing be offered by such Selling Stockholder expressly for use Stockholder, in each case as set forth under the caption “Principal and selling stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under representations and warranties set forth in this Section 4(e) shall apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such the Selling Stockholder expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by such Selling Stockholder consists only of (A) the legal name and address of such Selling Stockholder’s legal name, address Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Principal and Selling Shareholders” and (B) the number of ordinary shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersShareholders” in (collectively, the Registration Statement or the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The To the extent that any statements or omissions made in the Pricing Disclosure Package are made in reliance upon and in conformity with written information furnished to the Company by such Selling Stockholder expressly for use therein, it being understood and agreed that the only such information furnished by such Selling Stockholder consists of the Selling Stockholder Information, the Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided. The Underwriter, however the Company and each Selling Stockholder agree that such the “Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity Stockholder Information” with any information relating respect to such Selling Stockholder consists solely of the information furnished to the Company in writing by such Selling Stockholder expressly for use in connection with the offering in the Registration Statement, the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)and the Prospectus, it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder which consists only solely of (Ai) such Selling Stockholder’s legal the name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder Stockholder, before and after the offering contemplated hereby offering, and (Bii) the other information with respect to such Selling Stockholder that appears in the table (excluding percentagesand corresponding footnotes) which appear under the caption “Principal and Selling Stockholders,” in each case, in the Registration Statement Statement, the Pricing Disclosure Package, the Prospectus or the in any Issuer Free Writing Prospectus.

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s Stockholder makes no representation under this Section 4(e) shall only apply or warranty with respect to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by such Selling Stockholder Underwriter through the Representatives expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by any Underwriter consists of the information described as such in Section 9(c) hereof and provided further that the representations and warranties contained in this paragraph shall only apply to any statements or omissions made in reliance upon and in conformity with information furnished in writing to the Company by such Selling Stockholder it being understood and agreed that the only information furnished in writing to the Company by such Selling Stockholder consists only of (A) the name of such Selling Stockholder’s legal name, the number of offered shares and the address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the Pricing Disclosure Package in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in (the Registration Statement or the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall only apply are limited in all respects to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such the Selling Stockholder furnished to the Company in writing by or on behalf of such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for the purposes of this Agreement, that such information for such furnished by or on behalf of any Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby Stockholder, and (B) the other information with respect to such Selling Stockholder (excluding percentages) with respect to the Selling Stockholder which appear under appears in the table (and corresponding footnotes) and the caption “Principal and Selling Stockholders” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus and provided, further that such Selling Stockholder makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to the ProspectusUnderwriter furnished to the Company in writing by the Underwriter expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by the Underwriter consists of the information described as such in Section 9(c) hereof.

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; providedprovided that with respect to Oakville, however that such Selling StockholderOakville’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any Selling Stockholder Information (as defined below). The Underwriter, the Company, Xxxxxxxx Xxxx and Oakville agree that “Selling Stockholder Information” with respect to Oakville consists solely of the information furnished by or on behalf of such Selling Stockholder in writing expressly for use in connection with the offering, which solely consists of (A) the name of such Selling Stockholder, (B) the number of shares of Stock owned by such Selling Stockholder prior to the completion of this offering, (C) the information set forth in the applicable footnote relating to such Selling Stockholder furnished under the beneficial ownership table, and (D) the number of Shares to the Company in writing be offered by such Selling Stockholder expressly for use Stockholder, in each case as set forth under the caption “Principal and Selling Stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however that such Selling Stockholder’s representation under this Section 4(e) shall but only apply with respect to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder, in writing to the Company, relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such the only information for so furnished by such Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and number of shares of Common Stock owned by such Selling Stockholder before the offering (excluding percentages and the number of shares of Common Stock that will be beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentagesoffering) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement or Preliminary Prospectus (with respect to each Selling Stockholder, the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall only apply are limited in all respects to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such the Selling Stockholder furnished to the Company in writing by such the Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including and the Prospectus, and any Pricing Disclosure Package that has subsequently been amended), amendment or supplement thereto; it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by the Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and the number and type of shares of Common Stock beneficially capital stock owned by such Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before and after the offering contemplated hereby and offering, (B) the other information with respect to such Selling Stockholder (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus and (C) the information relating to the Company’s controlling stockholder in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date [and as of the Additional Closing Date, as the case may be, ,] will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, the Pricing Disclosure Package or the ProspectusProspectus (with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any Selling Stockholder Information (as defined below). Each Underwriter, the Company, Xxxxxxxx Xxxx and each Selling Stockholder agree that “Selling Stockholder Information” with respect to each Selling Stockholder consists solely of the information furnished by or on behalf of such Selling Stockholder in writing expressly for use in connection with the offering, which solely consists of (A) the name of such Selling Stockholder, (B) the number of shares of Stock owned by such Selling Stockholder prior to the completion of this offering, (C) the information set forth in the applicable footnote relating to such Selling Stockholder furnished under the beneficial ownership table, and (D) the number of Shares to the Company in writing be offered by such Selling Stockholder expressly for use Stockholder, in each case as set forth under the caption “Principal and Selling Stockholders”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that has is subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement and the Prospectus (or the Prospectusany amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however however, that each such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any the Selling Stockholder Information (as defined below) furnished by such Selling Stockholder. Each Underwriter, the Company and each Selling Stockholder agree that the “Selling Stockholder Information” consists solely of the information furnished by such Selling Stockholder for use in connection with the offering in the Registration Statement, the Pricing Disclosure Package and the Prospectus, which solely consists of [(i) the name and address of such Selling Stockholder, (ii) the number of shares of [Common Stock] of the Company owned before and after the offering, (iii) the number of Shares proposed to be offered by such Selling Stockholder, (iv) the information set forth in the applicable footnote relating to such Selling Stockholder under the beneficial ownership table and (v) any biographical information, if any, furnished to under the Company in writing caption “Management” by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for or persons employed by or affiliated with such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such each Selling Stockholder, the “Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement or the ProspectusInformation”).]

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall only apply are limited solely to any untrue statement of a material fact those statements or omission to state a material fact omissions made in reliance upon and in conformity with any the Selling Stockholder Information (as defined below) furnished by such Selling Stockholder. Each Underwriter, the Company and each Selling Stockholder agree that the “Selling Stockholder Information” consists solely of the information furnished by such Selling Stockholder for use in connection with the offering in the Registration Statement, the Pricing Disclosure Package and the Prospectus, which solely consists of (i) the name and address of such Selling Stockholder, (ii) the number of shares of Class A Common Stock and Class B Common Stock owned before and after the offering, the number of Shares proposed to be offered, (iii) the information set forth in the applicable footnote relating to such Selling Stockholder under the beneficial ownership table and (iv) any biographical information, if any, furnished to under the Company in writing caption “Management” by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed for the purposes of this Agreement, such information for or persons employed by or affiliated with such Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such each Selling Stockholder, the “Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling Stockholders” in the Registration Statement or the ProspectusInformation”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder, to the Company, relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such Agreement the only information for so furnished by such Selling Stockholder consists only of (Ai) such Selling Stockholder’s the legal name, address and the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and Stockholder, (Bii) the other information (excluding percentages) with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (including, in each case, any information about beneficial ownership, voting power and investment control of such shares) and (iii) the information with respect to such Selling Stockholder (if any) which appears under the caption “Management” in the Registration Statement, any Preliminary Prospectus., the Prospectus or any Issuer Free Writing Prospectus (with respect to such Selling Stockholder, collectively, the “Selling Stockholder Information”)..

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such the Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply to any untrue statement of a material fact or omission omissions to state a material fact made in reliance upon and in conformity with any information relating to such furnished by the Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by the Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and the number and type of shares of Common Stock beneficially owned by such the Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before and after the offering contemplated hereby offering, and (B) the other information with respect to such the Selling Stockholder which appears in the table (excluding percentagesand corresponding footnotes) which appear under the caption “Principal and Selling StockholdersShareholder” in the Registration Statement Statement, any Preliminary Prospectus Supplement, the Prospectus or any Issuer Free Writing Prospectus (the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; providedprovided that such Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by such Underwriter through the Representative expressly for use in such Pricing Disclosure Package, however it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof, and provided further that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished in writing to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Stockholder, it being understood and agreed for that the purposes of this Agreement, such only information for furnished in writing to the Company by such Selling Stockholder consists only of (A) the name of such Selling Stockholder’s legal name, address and the number of Shares offered by such Selling Stockholder, the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby (excluding percentages), and (B) the address and other information with respect to such Selling Stockholder (excluding percentages) which appear in the Registration Statement, Pricing Disclosure Package or the Prospectus in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in (the Registration Statement or the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)or the Prospectus, it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by the Selling Stockholder consists only of (A) the legal name and address of such Selling Stockholder and the other information about such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Selling Stockholder’s legal name, address and ,” (B) the number of shares of Common Stock common stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear that appears in the table (and corresponding footnotes) under the caption “Selling Stockholder” and (C) the information about such Selling Stockholder under the caption “Summary—Principal and Selling StockholdersStockholder” in the Registration Statement or Prospectus (collectively, the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under representations and warranties set forth in this Section 4(e) shall apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such the Selling Stockholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Preliminary Prospectus, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by such Selling Stockholder consists only of (A) the legal name and address of such Selling StockholderStockholder set forth in the footnote relating to such Selling Stockholder under the caption “Principal and selling shareholders”, (B) the biographical information with respect to any member of the Company’s legal name, address board of directors nominated by such Selling Stockholder under the caption “Management” and (C) the number of ordinary shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear that appears in the table (and corresponding footnotes) under the caption “Principal and selling shareholders” (collectively, the “Selling Stockholders” in the Registration Statement or the ProspectusStockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s Stockholder makes no representation under this Section 4(e) shall only apply or warranty with respect to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by such Selling Stockholder Underwriter through the Representatives expressly for use in the such Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by any Underwriter consists of the information described as such in Section 9(c) hereof and provided further that the representations and warranties contained in this paragraph shall only apply to any statements or omissions made in reliance upon and in conformity with information furnished in writing to the Company by such Selling Stockholder, it being understood and agreed that the only information furnished in writing to the Company by such Selling Stockholder consists only of (A) the legal name and address of such Selling Stockholder and the other information about such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Selling Stockholder’s legal name, address ,” and (B) the number of shares of Common Stock common stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in (collectively, the Registration Statement or the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under representations and warranties set forth in this Section 4(e) shall apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such or on behalf of the Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed that for the purposes of this Agreement, such the only information for so furnished by such Selling Stockholder consists only before the offering (excluding percentages and the number of (A) shares of Stock that will be beneficially owned by such Selling Stockholder’s Stockholder after the offering) consists of the legal name, address and number of shares of Common Stock beneficially Stock, as applicable, owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the Prospectus“Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however however, that such the Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply are limited solely to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any the information relating to such the Selling Stockholder furnished to the Company in writing by such the Selling Stockholder expressly for use in the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by the Selling Stockholder consists only of (Ai) such the name of the Selling Stockholder’s legal name, address and (ii) the number of shares of Common Stock beneficially owned by such the Selling Stockholder before and after prior to the offering contemplated hereby completion of this offering, (iii) the information set forth in the applicable footnotes relating to the Selling Stockholder under the beneficial ownership table and (Biv) the other information with respect number of Shares to such be offered by the Selling Stockholder (excluding percentages) which appear under Stockholder, in each case as set forth in the caption section entitled “Principal and Selling Stockholders” in the Registration Statement or Statement, the ProspectusPricing Disclosure Package and the Prospectus (the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under the representations and warranties set forth in this Section 4(e) shall only apply are limited in all respects to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such the Selling Stockholder furnished to the Company in writing by or on behalf of such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for the purposes of this Agreement, that such information for such furnished by or on behalf of any Selling Stockholder consists only of (A) such Selling Stockholder’s legal name, address and the number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby Stockholder, and (B) the other information with respect to such Selling Stockholder (excluding percentages) with respect to the Selling Stockholder which appear under appears in the table (and corresponding footnotes) and the caption “Principal and Selling StockholdersStockholder” in the Registration Statement Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus and provided, further that such Selling Stockholder makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the ProspectusCompany in writing by such Underwriter through the Representatives expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof.

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time Time, did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however however, that such Selling Stockholder’s representation representations and warranties under this Section 4(e) shall only apply are limited solely to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any the information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder expressly for use in the Pricing Disclosure Package (including and the Prospectus and any Pricing Disclosure Package that has subsequently been amended)amendment or supplement thereto, it being understood and agreed for that the purposes of this Agreement, only such information for furnished by such Selling Stockholder consists only of (Ai) the name of such Selling Stockholder’s legal name, address and (ii) the number of shares of Class A Common Stock beneficially owned by such Selling Stockholder before and after prior to the offering contemplated hereby and completion of this offering, (Biii) the other information with respect set forth in the applicable footnote relating to such Selling Stockholder (excluding percentages) which appear under the caption beneficial ownership table and (iv) the number of Shares to be offered by such Selling Stockholder, in each case as set forth in the section entitled “Principal and Selling Stockholdersselling stockholders” in the Registration Statement or Statement, the Prospectus.Pricing Disclosure Package and the Prospectus (the “Selling Stockholder Information”)

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such the Selling StockholderShareholder’s representation under this Section 4(e) shall only apply to any untrue such statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such the Selling Stockholder Shareholder furnished to the Company in writing by such the Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package (including Package, and any Pricing Disclosure Package that has subsequently been amended), amendment or supplement thereto; it being understood and agreed for that the purposes of this Agreement, only such information for such furnished by the Selling Stockholder Shareholder consists only of (A) such the legal name and address of the Selling Stockholder’s legal name, address Shareholder and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to about such Selling Stockholder (excluding percentages) which appear Shareholder set forth in the footnote relating to the Selling Shareholder under the caption “Principal and Selling StockholdersShareholders” and (B) the number of Common Shares beneficially owned by such Selling Shareholder before and after the offering (excluding percentages) that appears in the Registration Statement or table under the Prospectuscaption “Principal and Selling Shareholders” (collectively, the “Selling Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, as of at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however provided that such Selling Stockholder’s representation under representations and warranties set forth in this Section 4(e) shall apply only apply to any untrue statement of a material fact statements or omission to state a material fact omissions made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of such Selling Stockholder expressly for use in the Pricing Disclosure Package (including Package, the Prospectus or any Pricing Disclosure Package that has subsequently been amended), other Issuer Free Writing Prospectus or any amendment or supplement thereto; it being understood and agreed for the purposes of this Agreement, that such information for such furnished by a Selling Stockholder consists only of (A) such Selling Stockholder’s the legal name, address and number of shares of Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and Stockholder, (B) the other information (excluding percentages) with respect to such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” and (C) if applicable, the other information with respect to such Selling Stockholder (excluding percentages) which appear under the caption “Principal and Selling StockholdersManagement,” in each case, in the Registration Statement Pricing Disclosure Package, the Prospectus or any other Issuer Free Writing Prospectus or amendment or supplement thereto (the Prospectus“Selling Stockholder Information”).