Common Contracts

58 similar Underwriting Agreement contracts by National Fuel Gas Co, Norfolk Southern Corp, Packaging Corp of America, others

STRYKER CORPORATION €600,000,000 3.375% Notes due 2028 UNDERWRITING AGREEMENT December 6, 2023 Barclays Bank PLC Goldman Sachs & Co. LLC Mizuho International plc Wells Fargo Securities International Limited
Underwriting Agreement • December 11th, 2023 • Stryker Corp • Surgical & medical instruments & apparatus • New York
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PACKAGING CORPORATION OF AMERICA $400,000,000 5.700% SENIOR NOTES DUE 2033 UNDERWRITING AGREEMENT
Underwriting Agreement • November 30th, 2023 • Packaging Corp of America • Paperboard containers & boxes • New York
National Fuel Gas Company
Underwriting Agreement • May 18th, 2023 • National Fuel Gas Co • Natural gas distribution • New York

Introductory. National Fuel Gas Company, a New Jersey corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $300,000,000 aggregate principal amount of the Company’s 5.50% Notes due 2026 (the “Notes”). J.P. Morgan Securities, LLC, BofA Securities, Inc. and Wells Fargo Securities, LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes. If there are no Underwriters named in Schedule A other than the Representatives, then the terms “Underwriters” and “Representatives” shall each be deemed to refer to the Underwriters.

McKESSON CORPORATION
Underwriting Agreement • February 15th, 2023 • McKesson Corp • Wholesale-drugs, proprietaries & druggists' sundries • New York

Introductory. McKesson Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several underwriters named in Schedule I (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule I of $500,000,000 in aggregate principal amount of the Company’s 5.250% Notes due 2026 (the “Notes”). BNP Paribas Securities Corp. and Wells Fargo Securities, LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes.

Norfolk Southern Corporation $500,000,000 4.450% Senior Notes due 2033 UNDERWRITING AGREEMENT
Underwriting Agreement • January 27th, 2023 • Norfolk Southern Corp • Railroads, line-haul operating • New York
UNDERWRITING AGREEMENT June 2, 2022 BofA Securities, Inc. Morgan Stanley & Co. LLC Wells Fargo Securities, LLC
Underwriting Agreement • June 6th, 2022 • Norfolk Southern Corp • Railroads, line-haul operating • New York

The Notes will be issued pursuant to an Indenture, dated as of February 28, 2018, between the Company and U.S. Bank Trust Company, National Association (successor to U.S. Bank National Association), as trustee (the “Trustee”), as supplemented by a Ninth Supplemental Indenture to be dated as of June 13, 2022, between the Company and the Trustee (as so supplemented, the “Indenture”). The Notes will be issued in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”), pursuant to a Blanket Letter of Representations on file with the Depositary (the “DTC Agreement”), between the Company and the Depositary.

PACKAGING CORPORATION OF AMERICA $700,000,000 3.050% SENIOR NOTES DUE 2051 UNDERWRITING AGREEMENT
Underwriting Agreement • September 21st, 2021 • Packaging Corp of America • Paperboard containers & boxes • New York

Packaging Corporation of America, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (the “Representatives”) $700,000,000 aggregate principal amount of its 3.050% Senior Notes due 2051 (the “Notes”). The respective principal amounts of the Notes to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Notes are to be issued under the Base Indenture, dated as of July 21, 2003 (the “Indenture”), by and between the Company and U.S. Bank National Association, as trustee (the “Trustee”) pursuant to an Officers’ Certificate (as defined in the Indenture) delivered to the Trustee pursuant to Section 301 of the Indenture (the “Authorizing Officers’ Certificate”).

PerkinElmer, Inc. UNDERWRITING AGREEMENT September 8, 2021
Underwriting Agreement • September 10th, 2021 • Perkinelmer Inc • Laboratory analytical instruments • New York
Norfolk Southern Corporation $600,000,000 2.900% Senior Notes due 2051 UNDERWRITING AGREEMENT August 16, 2021 Citigroup Global Markets Inc. Goldman Sachs & Co. LLC U.S. Bancorp Investments, Inc.
Underwriting Agreement • August 18th, 2021 • Norfolk Southern Corp • Railroads, line-haul operating • New York
McKESSON CORPORATION
Underwriting Agreement • August 12th, 2021 • McKesson Corp • Wholesale-drugs, proprietaries & druggists' sundries • New York

Introductory. McKesson Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several underwriters named in Schedule I (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule I of $500,000,000 in aggregate principal amount of the Company’s 1.300% Notes due 2026 (the “Notes”). Barclays Capital Inc. and Citigroup Global Markets Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes.

National Fuel Gas Company
Underwriting Agreement • February 24th, 2021 • National Fuel Gas Co • Natural gas distribution • New York

Introductory. National Fuel Gas Company, a New Jersey corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $500,000,000 aggregate principal amount of the Company’s 2.95% Notes due 2031 (the “Notes”). BofA Securities, Inc., HSBC Securities (USA) Inc. and Wells Fargo Securities, LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes. If there are no Underwriters named in Schedule A other than the Representatives, then the terms “Underwriters” and “Representatives” shall each be deemed to refer to the Underwriters.

National Fuel Gas Company
Underwriting Agreement • June 3rd, 2020 • National Fuel Gas Co • Natural gas distribution • New York

Introductory. National Fuel Gas Company, a New Jersey corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $500,000,000 aggregate principal amount of the Company’s 5.50% Notes due 2026 (the “Notes”). J.P. Morgan Securities LLC and BofA Securities, Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes. If there are no Underwriters named in Schedule A other than the Representatives, then the terms “Underwriters” and “Representatives” shall each be deemed to refer to the Underwriters.

Norfolk Southern Corporation
Underwriting Agreement • May 1st, 2020 • Norfolk Southern Corp • Railroads, line-haul operating • New York

The Notes will be issued pursuant to an Indenture, dated as of February 28, 2018, between the Company and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by a Fifth Supplemental Indenture to be dated as of May 11, 2020, between the Company and the Trustee (as so supplemented, the “Indenture”). The Notes will be issued in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”), pursuant to a Blanket Letter of Representations on file with the Depositary (the “DTC Agreement”), between the Company and the Depositary.

National Fuel Gas Company
Underwriting Agreement • August 17th, 2018 • National Fuel Gas Co • Natural gas distribution • New York

Introductory. National Fuel Gas Company, a New Jersey corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $300,000,000 aggregate principal amount of the Company’s 4.75% Notes due 2028 (the “Notes”). HSBC Securities (USA) Inc., J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes. If there are no Underwriters named in Schedule A other than the Representatives, then the terms “Underwriters” and “Representatives” shall each be deemed to refer to the Underwriters.

Kansas City Power & Light Company 4.20% Notes due 2048 UNDERWRITING AGREEMENT dated February 26, 2018 J.P. Morgan Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated MUFG Securities Americas Inc. Wells Fargo Securities, LLC
Underwriting Agreement • March 1st, 2018 • Great Plains Energy Inc • Electric services • New York
McKESSON CORPORATION
Underwriting Agreement • February 13th, 2018 • McKesson Corp • Wholesale-drugs, proprietaries & druggists' sundries • New York

The Notes will be issued pursuant to an indenture, dated as of December 4, 2012 (the “Base Indenture”) between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”). Certain terms of the Notes will be established pursuant to an officer’s certificate (the “Officer’s Certificate”) to the Base Indenture

PACKAGING CORPORATION OF AMERICA $500,000,000 2.450% SENIOR NOTES DUE 2020 $500,000,000 3.400% SENIOR NOTES DUE 2027 UNDERWRITING AGREEMENT
Underwriting Agreement • December 13th, 2017 • Packaging Corp of America • Paperboard containers & boxes • New York

Packaging Corporation of America, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (the “Representatives”) (i) $500,000,000 aggregate principal amount of its 2.450% Senior Notes due 2020 (the “2020 Notes”) and (ii) $500,000,000 aggregate principal amount of its 3.400% Senior Notes due 2027 (the “2027 Notes” and, together with the 2020 Notes, the “Notes”). The respective principal amounts of the Notes to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Notes are to be issued under the Base Indenture, dated as of July 21, 2003 (the “Indenture”), by and between the Company and U.S. Bank National Association, as trustee (the “Trustee”) pursuant to an Officers’ Certificate (as defined in the Indenture) delivered to the Trustee pursuant to Section 301 of the Indenture (the “Authorizing Officers’ Certif

National Fuel Gas Company
Underwriting Agreement • September 27th, 2017 • National Fuel Gas Co • Natural gas distribution • New York

Introductory. National Fuel Gas Company, a New Jersey corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $300,000,000 aggregate principal amount of the Company’s 3.95% Notes due 2027 (the “Notes”). Merrill Lynch, Pierce, Fenner & Smith Incorporated, U.S. Bancorp Investments, Inc. and Wells Fargo Securities, LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes. If there are no Underwriters named in Schedule A other than the Representatives, then the terms “Underwriters” and “Representatives” shall each be deemed to refer to the Underwriters.

CBOE Holdings, Inc.
Underwriting Agreement • June 29th, 2017 • CBOE Holdings, Inc. • Security & commodity brokers, dealers, exchanges & services • New York

Introductory. CBOE Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $300,000,000 aggregate principal amount of the Company’s 1.950% Senior Notes due 2019 (the “Notes”). Wells Fargo Securities, LLC and Morgan Stanley & Co. LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes.

THERMO FISHER SCIENTIFIC INC.
Underwriting Agreement • March 8th, 2017 • Thermo Fisher Scientific Inc. • Measuring & controlling devices, nec • New York

Introductory. Thermo Fisher Scientific Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of €500,000,000 aggregate principal amount of the Company’s 1.450% Senior Notes due 2027 (the “Notes”). Credit Suisse Securities (Europe) Limited and HSBC Bank plc have agreed to act as lead managers of the several Underwriters (in such capacity, the “Lead Managers”) in connection with the offering and sale of the Notes.

CBOE Holdings, Inc.
Underwriting Agreement • January 12th, 2017 • CBOE Holdings, Inc. • Security & commodity brokers, dealers, exchanges & services • New York

Introductory. CBOE Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $650,000,000 aggregate principal amount of the Company’s 3.650% Senior Notes due 2027 (the “Notes”). Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes.

eBay Inc. $750,000,000 6.00% Notes due 2056 UNDERWRITING AGREEMENT February 22, 2016 Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. LLC Wells Fargo Securities, LLC
Underwriting Agreement • February 29th, 2016 • Ebay Inc • Services-business services, nec • New York
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WELLTOWER INC. UNDERWRITING AGREEMENT
Underwriting Agreement • February 29th, 2016 • Welltower Inc. • Real estate investment trusts • New York

Welltower Inc., a Delaware corporation formerly known as Health Care REIT, Inc. (the “Company”), proposes to sell to the underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (the “Representatives”), $700,000,000 aggregate principal amount of the Company’s 4.25% Notes due 2026 (the “Notes”), to be issued pursuant to the provisions of an indenture dated as of March 15, 2010, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by a supplemental indenture thereto, to be dated as of March 1, 2016 (the indenture, as so supplemented, the “Indenture”).

FIRST FINANCIAL BANCORP. (an Ohio corporation) $120,000,000 5.125% Subordinated Notes due 2025 UNDERWRITING AGREEMENT
Underwriting Agreement • August 26th, 2015 • First Financial Bancorp /Oh/ • National commercial banks • New York

First Financial Bancorp., an Ohio corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule I of $120,000,000 aggregate principal amount of the Company’s 5.125% Subordinated Notes due 2025 (the “Notes”). RBC Capital Markets, LLC (“RBC”) is the sole book running manager, and has agreed to act as the representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Notes.

National Fuel Gas Company
Underwriting Agreement • June 25th, 2015 • National Fuel Gas Co • Natural gas distribution • New York

Introductory. National Fuel Gas Company, a New Jersey corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $450,000,000 aggregate principal amount of the Company’s 5.20% Notes due 2025 (the “Notes”). J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes. If there are no Underwriters named in Schedule A other than the Representatives, then the terms “Underwriters” and “Representatives” shall each be deemed to refer to the Underwriters.

Norfolk Southern Corporation $500,000,000 4.450% Senior Notes due 2045 UNDERWRITING AGREEMENT May 28, 2015 Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. LLC
Underwriting Agreement • June 2nd, 2015 • Norfolk Southern Corp • Railroads, line-haul operating • New York
HEALTH CARE REIT, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • May 22nd, 2015 • Health Care Reit Inc /De/ • Real estate investment trusts • New York

Health Care REIT, Inc., a Delaware corporation (the “Company”), proposes to sell to the underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (the “Representatives”), $750,000,000 aggregate principal amount of the Company’s 4.000% Notes due 2025 (the “Notes”), to be issued pursuant to the provisions of an indenture dated as of March 15, 2010, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by a supplemental indenture thereto, to be dated as of May 26, 2015 (the indenture, as so supplemented, the “Indenture”).

CME GROUP INC. $750,000,000 3.000% Notes due 2025 UNDERWRITING AGREEMENT March 4, 2015
Underwriting Agreement • March 9th, 2015 • Cme Group Inc. • Security & commodity brokers, dealers, exchanges & services • New York

CME Group Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters,” which term shall also include any underwriters substituted as hereinafter provided in Section 10 hereof), acting severally and not jointly, the respective amounts set forth in such Schedule I of $750,000,000 aggregate principal amount of the Company’s 3.000% Notes due 2025 (the “Notes”). Barclays Capital Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated shall act as representatives (the “Representatives”) of the several Underwriters.

FLUOR CORPORATION 3.500% Senior Notes due 2024 UNDERWRITING AGREEMENT November 18, 2014
Underwriting Agreement • November 19th, 2014 • Fluor Corp • Heavy construction other than bldg const - contractors • New York

Co-Managers Credit Agricole Securities (USA) Inc. ING Financial Markets LLC Lloyds Securities Inc. Scotia Capital (USA) Inc. SMBC Nikko Securities America, Inc. Standard Chartered Bank Wells Fargo Securities, LLC ANZ Securities, Inc. Banca IMI S.p.A. Barclays Capital Inc. Goldman, Sachs & Co. Santander Investment Securities Inc. U.S. Bancorp Investments, Inc. HSBC Securities (USA) Inc. Mizuho Securities USA Inc. Regions Securities LLC

PACKAGING CORPORATION OF AMERICA $400,000,000 3.650% SENIOR NOTES DUE 2024 UNDERWRITING AGREEMENT
Underwriting Agreement • September 5th, 2014 • Packaging Corp of America • Paperboard containers & boxes • New York

Packaging Corporation of America, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (the “Representatives”) $400,000,000 aggregate principal amount of its 3.650% Senior Notes due 2024 (the “Notes”). The respective principal amounts of the Notes to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Notes are to be issued under the Base Indenture, dated as of July 21, 2003 (the “Indenture”), by and between the Company and U.S. Bank National Association, as trustee (the “Trustee”) pursuant to an Officers’ Certificate (as defined in the Indenture) delivered to the Trustee pursuant to Section 301 of the Indenture (the “Authorizing Officers’ Certificate”).

BROADCOM CORPORATION
Underwriting Agreement • July 29th, 2014 • Broadcom Corp • Semiconductors & related devices • New York

Introductory. Broadcom Corporation, a California corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $350,000,000 aggregate principal amount of the Company’s 3.500% Senior Notes due 2024 (the “2024 Notes”), and $250,000,000 aggregate principal amount of the Company’s 4.500% Senior Notes due 2034 (the “2034 Notes” and, together with the 2024 Notes, the “Notes”). J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes.

UNDERWRITING AGREEMENT
Underwriting Agreement • January 28th, 2014 • JMP Group Inc. • Security brokers, dealers & flotation companies • New York

JMP Group Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A attached hereto (collectively, the “Underwriters”) up to an aggregate principal amount of $42,000,000 of the Company’s 7.25% Senior Notes due 2021 (the “Firm Offered Notes”) in accordance with the terms and conditions of this Underwriting Agreement (this “Agreement”). In addition, the Company has granted to the Underwriters an option to purchase an additional $6,300,000 aggregate principal amount of the Company’s 7.25% Senior Notes due 2021 (the “Optional Notes”), all as provided in Section 2. The Firm Offered Notes and, if and to the extent such option is exercised, the Optional Notes are collectively called the “Notes.” Keefe, Bruyette & Woods, Inc. (“KBW”), Jefferies LLC (“Jefferies”) and JMP Securities LLC agreed to act as Representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of th

PACKAGING CORPORATION OF AMERICA $700,000,000 4.500% SENIOR NOTES DUE 2023 UNDERWRITING AGREEMENT
Underwriting Agreement • October 22nd, 2013 • Packaging Corp of America • Paperboard containers & boxes • New York

Packaging Corporation of America, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (the “Representatives”) $700,000,000 aggregate principal amount of its 4.500% Senior Notes due 2023 (the “Notes”). The respective principal amounts of the Notes to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Notes are to be issued under the Base Indenture, dated as of July 21, 2003 (the “Indenture”), by and between the Company and U.S. Bank National Association, as trustee (the “Trustee”) pursuant to an Officers’ Certificate (as defined in the Indenture) delivered to the Trustee pursuant to Section 301 of the Indenture (the “Authorizing Officers’ Certificate”).

CME GROUP INC. $750,000,000 5.300% Notes due 2043 UNDERWRITING AGREEMENT September 4, 2013
Underwriting Agreement • September 9th, 2013 • Cme Group Inc. • Security & commodity brokers, dealers, exchanges & services • New York

CME Group Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters,” which term shall also include any underwriters substituted as hereinafter provided in Section 10 hereof), acting severally and not jointly, the respective amounts set forth in such Schedule I of $750,000,000 aggregate principal amount of the Company’s 5.300% Notes due 2043 (the “Notes”). Barclays Capital Inc., Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC shall act as representatives (the “Representatives”) of the several Underwriters.

STRYKER CORPORATION $600,000,000 1.300% Notes due 2018 $400,000,000 4.100% Notes due 2043 UNDERWRITING AGREEMENT March 20, 2013 Barclays Capital Inc. Goldman, Sachs & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated
Underwriting Agreement • March 25th, 2013 • Stryker Corp • Surgical & medical instruments & apparatus • New York
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