Common use of Absence of Manipulation Clause in Contracts

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not ----------------------- taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which that is designed to or which that has constituted or would that might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would be reasonably be expected likely to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in unlawful stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or which would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities Securities. Such Selling Shareholder has not distributed and will not distribute any offering material in violation connection with the offering and sale of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or which would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which constituted designed, or would reasonably be expected expected, to cause or result in in, or which constitutes, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in or a violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and nor will not such Selling Shareholder take, directly or indirectly, any action which is designed to or which constituted designed, or would reasonably be expected expected, to cause or result in in, or which constitutes, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such The Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or which would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or which would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSelling Stockholder Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 Actapplicable law.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActOffered Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in in, under the Exchange Act or otherwise, the unlawful stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not taketake prior to the Closing, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActStock.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which that is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which has constituted or which would reasonably be expected to cause or result in stabilization or manipulation of the price of any equity security, or any securities convertible into, or exchangeable for, or that represent a right to receive an equity security or any equity-linked securities of the Company Company, to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 Act.Securities;

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any equity security, or any securities convertible into or exchangeable for, or that represent a right to receive an equity security or any equity-linked securities of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActCompany.

Absence of Manipulation. Such The Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, taken any action which is designed to designed, or which has constituted or would might reasonably be expected to cause or result in in, under the 1934 Act or otherwise, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or which would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActADSs.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to cause or which result in, or that has constituted or would might reasonably be expected to cause or result in constitute, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would that might reasonably be expected to cause or result in the unlawful stabilization or manipulation of the price of the Shares or any security of the Company reference security, whether to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActOffered Shares or otherwise.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities Securities; provided that the foregoing does not and shall not prohibit transactions effected in violation of compliance with Regulation M under the 1934 1933 Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted designed, or would reasonably be expected expected, to cause or result in in, or which constitutes, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in or a violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, ----------------------- and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not ----------------------- taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActShares.

Absence of Manipulation. Such The Selling Stockholder Shareholder has not taken, taken and will not take, directly or indirectly, any action which is designed to cause or which constituted result in, or would that constitutes or might reasonably be expected to cause or result in constitute, the stabilization or manipulation of the price of the Shares, any security of the Company or any “reference security” (as defined in Rule 100 of Regulation M under the Exchange Act) to facilitate the sale or resale of the Securities in violation of Shares or otherwise, and has taken no action, and will not take any action, that would directly or indirectly violate Regulation M under the 1934 Exchange Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActShares.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would be reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company any XPO Party to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such The Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActCommon Shares.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActOptional Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such No Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such The Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result result, under the 1934 Act or otherwise, in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActIR Shares.

Absence of Manipulation. Such The Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to cause or which has constituted or would which might reasonably be expected to cause or result result, under the Exchange Act or otherwise, in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities Stock or in violation of Regulation M under the 1934 Exchange Act.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActShares.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities Securities; provided that the foregoing shall not prohibit transactions effected in violation of compliance with Regulation M under the 1934 1933 Act.

Absence of Manipulation. Such The Selling Stockholder Shareholder (x) prior to the date hereof, has not taken, taken any action which has constituted and (y) will not take, directly or indirectly, take any action which is designed to or which constituted constitutes or would reasonably which might be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate in connection with the sale or resale offering of the Securities in violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActOffered Shares.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which that is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such The Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or that would reasonably be expected to cause or result in any stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActShares.

Absence of Manipulation. Such The Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would reasonably be expected to cause or result in unlawful stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation Securities; provided that no representation is made with respect to activities of Regulation M under the 1934 ActUnderwriter.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which has constituted or which would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company or the Operating Partnership to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecondary Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, taken and will not take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale to or resale by the Underwriters of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company or CPE Resources to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActOffered Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Offered Securities in violation of Regulation M under the 1934 Actapplicable laws.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, taken and will not take, directly or indirectly, any action which that is designed to or which that has constituted or would might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 Act.Shares;

Absence of Manipulation. Such Each of the Company and the Selling Stockholder Shareholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which constituted or would might reasonably be expected to cause or result in in, or which has constituted, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities Securities, and has not effected any sales of Ordinary Shares which are required to be disclosed in violation response to Item 701 of Regulation M S-K under the 1934 ActSecurities Act which have not been so disclosed in the Registration Statement.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, ----------------------- and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company as such terms are defined in, or causing any violation of, the 1934 Act to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which constituted or would that might be reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActShares.

Absence of Manipulation. Such The Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities Shares in violation of Regulation M under the 1934 Act.M.

Absence of Manipulation. Such Selling Stockholder has ----------------------- not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActCommon Stock.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActShares.

Absence of Manipulation. Such The Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActShares.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActOffered Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 Actany state or federal laws.

Absence of Manipulation. Such The Selling Stockholder has not taken, ----------------------- and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such The Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or reasonably would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities Shares or to result in a violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would be reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not taken, and Shareholder will not take, directly or indirectly, any action which is designed to cause or which result in, or that has constituted or would might reasonably be expected to cause or result in constitute, the stabilization or manipulation of the price of any security securities of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1933 Act or the Rules and Regulations or the 1934 ActAct and the rules and regulations of the Commission thereunder.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result result, under the Securities Exchange Act of 1934 or otherwise, in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActRepurchase Shares.

Absence of Manipulation. Such Neither such Selling Stockholder nor any affiliate of such Selling Stockholder has not taken, and nor will not such Selling Stockholder or any affiliate thereof take, directly or indirectly, any action which that is designed to or which constituted designed, or would reasonably be expected expected, to cause or result in in, or which constitutes, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Offered Securities or to result in a violation of Regulation M under the 1934 Exchange Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, ----------------------- and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation a violation of Regulation M of the price of 1934 Act Regulations with respect to any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActCompany.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, taken and will not take, directly or indirectly, any action which is designed to cause or result in, or which constituted constitutes or would might reasonably be expected to cause or result in constitute, the stabilization or manipulation of the price of the Shares or any security of the Company reference security, whether to facilitate the sale or resale of the Securities in violation of Shares or otherwise and has taken no action which could directly or indirectly violate Regulation M under the 1934 Exchange Act.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which constituted or would that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActInternational Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in constitute the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such The Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such The Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 Act.or

Absence of Manipulation. Such The Selling Stockholder has ----------------------- not taken, taken and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result under the 1934 Act or otherwise, in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not taken, and Shareholder will not ----------------------- take, directly or indirectly, any action which is designed to cause or which result in, or that has constituted or would might reasonably be expected to cause or result in constitute, the stabilization or manipulation of the price of any security securities of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1933 Act or the Rules and Regulations or the 1934 ActAct and the rules and regulations of the Commission thereunder.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security 15 of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such The Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or that would reasonably be expected to cause or result in any stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActOffered Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which that has constituted or would that might reasonably be expected to cause or result result, under the Exchange Act or otherwise, in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActExchange Act or other applicable law.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, ----------------------- and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in in, stabilization or manipulation of the price of any security securities of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActOffered Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActShares.

Absence of Manipulation. Such The Selling Stockholder Shareholder has not taken, and will not take, taken directly or indirectly, indirectly any action which that is designed to or which constituted designed, or would reasonably be expected expected, to cause or result in in, or which constitutes, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities Offered Shares or to result in a violation of Regulation M under the 1934 Exchange Act.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result under the 1934 Act or otherwise, in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which that has constituted or would that could reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of or otherwise, and has taken no action which would directly or indirectly violate Regulation M under the 1934 Act.M.

Absence of Manipulation. Such Selling Stockholder has not taken, ----------------------- and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted constitutes or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such The Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 Act.manipulation

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to designed, or which constituted or would could reasonably be expected in the future to cause or result in in, under the 1933 Act or otherwise, or which has constituted, stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 Actor otherwise.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActFirm Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which is designed to cause or result in, or which constituted constitutes or would might reasonably be expected to cause or result in constitute, the stabilization or manipulation of the price of the Shares or any security of the Company reference security, whether to facilitate the sale or resale of the Securities in violation of Shares or otherwise and has taken no action which could directly or indirectly violate Regulation M under the 1934 Exchange Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to intended, or which constituted or would that might reasonably be expected to cause or result in result, under the 1933 Act or the 1933 Act Regulations, or otherwise, in, or that has constituted, stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, and will not take, directly or indirectly, any action which is designed to or which has constituted or would be reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActSecurities.

Absence of Manipulation. Such Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to to, or which constituted or would that might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such Selling Stockholder has not taken, taken and will not take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities in violation of Regulation M under the 1934 ActUnderwritten Securities.

Absence of Manipulation. Such The Selling Stockholder has not taken, and will not take, directly or indirectly, any action which is designed to or which constituted or that would reasonably be expected to cause or result in any stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Offered Securities in violation of Regulation M under the 1934 Act.