Common use of Electronic Prospectus Clause in Contracts

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

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

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

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

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