Common use of Indemnification of the Company Clause in Contracts

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth paragraph under the caption “Underwriting (Conflicts of Interest)” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest).”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting,” the information contained in the thirteenth and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting” relating to price stabilization, short positions and penalty bids and the information contained in the sixteenth paragraph under the caption “Underwriting” relating to passive market making.”

Indemnification of the Company. Each The Underwriter agrees, severally and not jointly, agrees to indemnify and hold harmless the Company and each of its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such the Underwriter furnished to the Company in writing by such the Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed that the only such information furnished by any the Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth ninth paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids information appearing under the caption captions “Underwriting (Conflicts of Interest)– Market Information” and “Underwriting—Stabilization.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by or on behalf of such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf following: The third paragraph of each Underwriter: (y) the concession figure appearing in the fourth paragraph text under the caption “Underwriting (Conflicts Underwriting” in the Preliminary Prospectus Supplement and the Prospectus Supplement concerning the terms of Interest)offering, including the concession and reallowance to certain dealers, by the Underwriters; the third and fourth sentences of the seventh paragraph of text under the caption “Underwriting” in the Preliminary Prospectus Supplement and (z) the twelfth through fourteenth paragraphs related Prospectus Supplement relating to stabilization, market making by the Underwriters; and the eighth paragraph of text under the caption “Underwriting” in the Preliminary Prospectus Supplement and the Prospectus Supplement relating to over-allotment, stabilization and syndicate covering transactions and penalty bids under by the caption “Underwriting (Conflicts of Interest)Underwriters.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of its Issuers, their respective directors, each of its and their respective officers who signed the Registration Statement and each person, if any, who controls any of the Company Issuers within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company Issuers in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed that the only such information furnished by any Underwriter the Underwriters consists of the following information following: the second paragraph in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth paragraph text under the caption “Underwriting (Conflicts Underwriting” in the Preliminary Prospectus and the Prospectus concerning the terms of Interest)the offering, including the concession and reallowance to certain dealers, by the Underwriters; the third and fourth sentences of the fifth paragraph of text under the caption “Underwriting” in the Preliminary Prospectus and (z) the twelfth through fourteenth paragraphs related Prospectus relating to stabilization, market making by the Underwriters; and the sixth paragraph of text under the caption “ Underwriting” in the Preliminary Prospectus and the Prospectus relating to over-allotment, syndicate covering transactions stabilization and penalty bids under by the caption “Underwriting (Conflicts of Interest)Underwriters.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by or on behalf of such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the statements regarding the Underwriters’ stabilization activities contained in the first sentence of the twelfth through fourteenth and thirteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission of material fact or alleged untrue statement or omission of material fact made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth [third] paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through information contained in the [fourteenth and fifteenth] paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each The Underwriter agrees, severally and not jointly, agrees to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) aboveof this Section 7, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such the Underwriter furnished to the Company in writing by such the Underwriter through the Representatives expressly for use in the Registration Statement, any Issuer Free Writing Prospectus, any of the other Time of Sale Information (including any of the other Time of Sale Information that has subsequently been amended), any Issuer Written Communication, any road show or the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed that the only such information furnished by any the Underwriter consists of the following information following: the statements concerning the Underwriter contained in the Prospectus furnished on behalf of each Underwriter: (y) first and second paragraphs under the concession figure appearing subsection “Price stabilization and short positions” under the heading “Underwriting” in the fourth paragraph under the caption “Underwriting (Conflicts of Interest)” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Prospectus.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each UnderwriterUnderwriter in the “Underwriting” section of the Prospectus: (yi) the concession figure figures contained in the first paragraph under subsection “Commissions and Discounts,” (ii) the information regarding electronic and internet distribution appearing in the fourth paragraph under the caption subsection “Underwriting (Conflicts of Interest)Electronic Distribution,” and (ziii) the twelfth through fourteenth paragraphs related information relating to stabilizationstabilizing transactions contained in subsection “Price Stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Short Positions.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its affiliates, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus under the title “Underwriting” furnished on behalf of each Underwriter: (yi) the concession figure appearing list of Underwriters and their respective participation in the fourth paragraph under sale of the caption “Underwriting Shares, (Conflicts of Interest)” ii) the sentences related to the concession and reallowance, and (ziii) and the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions under “—Price stabilization and penalty bids under the caption “Underwriting (Conflicts of Interest)short positions.”

Indemnification of the Company. Each Underwriter Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in the Registration StatementPreliminary Offering Memorandum, any of the Prospectus other Time of Sale Information (including any of the other Time of Sale Information that has subsequently been amended), any Issuer Written Communication, any road show or the Offering Memorandum (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the following information in the Prospectus Offering Memorandum furnished on behalf of each UnderwriterInitial Purchaser: (y) the concession figure appearing information contained in paragraphs one, two and three under the fourth caption “Plan of Distribution—Other Relationships” and the first paragraph under the caption “Underwriting (Conflicts Plan of Interest)Distribution—Price Stabilization and Short Positions; Repurchase of Common Stock,” and (z) the twelfth through fourteenth paragraphs related to stabilizationconcerning short sales, over-allotment, syndicate covering stabilizing transactions and penalty bids under purchases to cover positions created by short sales by the caption “Underwriting (Conflicts of Interest)Initial Purchasers.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting,” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids information regarding internet distribution contained in the seventh paragraph under the caption “Underwriting Underwriting”, and the information contained in the twelfth and thirteenth paragraphs (Conflicts of Interest)each relating to stabilizing transactions) under the caption “Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed that the only such information furnished by any Underwriter consists of the following information following: the third paragraph in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth paragraph text under the caption “Underwriting (Conflicts Underwriting” in the Preliminary Prospectus and the Prospectus concerning the terms of Interest)the offering, including the concession and reallowance to certain dealers, by the Underwriters; the third and fourth sentences of the fifth paragraph of text under the caption “Underwriting” in the Preliminary Prospectus and (z) the twelfth through fourteenth Prospectus relating to market making by the Underwriters; and the sixth and seventh paragraphs related of text under the caption “ Underwriting” in the Preliminary Prospectus and the Prospectus relating to stabilization, over-allotment, syndicate covering transactions stabilization and penalty bids under by the caption “Underwriting (Conflicts of Interest)Underwriters.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its affiliates, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters CommunicationCommunication in connection with the offering to which this Agreement relates, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth 3rd paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting,” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids information regarding internet distribution appearing in the 8th paragraph under the caption “Underwriting Underwriting” and the information contained in the 14th and 15th paragraphs (Conflicts of Interest)each relating to stabilizing transactions) under the caption “Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any the Underwriter consists of the following information in the Prospectus furnished on behalf of each the Underwriter: (y) the concession figure appearing information contained in the fourth ninth paragraph relating to stabilizing transactions under the caption “Underwriting (Conflicts of Interest)” and (z) the twelfth through information contained in the twelfth, thirteenth and fourteenth paragraphs related paragraph relating to stabilization, over-allotment, syndicate covering transactions and penalty bids conflicts of interest under the caption “Underwriting (Conflicts of Interest)”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed that the only such information furnished by any Underwriter consists of the following information following: the third paragraph in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth paragraph text under the caption “Underwriting (Conflicts Underwriting” in the Preliminary Prospectus and the Prospectus concerning the terms of Interest)the offering, including the concession and reallowance to certain dealers, by the Underwriters; the third and fourth sentences of the sixth paragraph of text under the caption “Underwriting” in the Preliminary Prospectus and (z) the twelfth through fourteenth Prospectus relating to market making by the Underwriters; and the seventh and ninth paragraphs related of text under the caption “Underwriting” in the Preliminary Prospectus and the Prospectus relating to stabilization, over-allotment, syndicate covering transactions stabilization and penalty bids under by the caption “Underwriting (Conflicts of Interest)Underwriters.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of its the Company, the Guarantors, their respective directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter or through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each UnderwriterProspectus: (y) the selling concession figure and reallowance figures appearing in the fourth third paragraph and the ninth paragraph relating to the Underwriters’ stabilization activities under the caption “Underwriting (Conflicts of Interest)” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions information contained in the 21st and penalty bids 22nd paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” relating to price stabilization, shorting and penalty bids.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed that the only such information furnished by any Underwriter consists of the following information following: the third paragraph in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth paragraph text under the caption “Underwriting (Conflicts of Interest)” in the Preliminary Prospectus and (z) the twelfth through fourteenth paragraphs related Prospectus concerning terms of the offering, including the concession and reallowance to stabilization, over-allotment, syndicate covering transactions certain dealers by the Underwriters; the third and penalty bids fourth sentences of the paragraph of text under the caption “Underwriting (Conflicts of Interest)Interest)—New Issue of Notes” in the Preliminary Prospectus and the Prospectus Supplement relating to market making by the Underwriters; and the paragraph of text under the caption “Underwriting (Conflicts of Interest)—Short Positions” in the Preliminary Prospectus and the Prospectus relating to over-allotment, stabilization and syndicate covering transactions by the Underwriters.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriterunder the caption “Underwriting”: (yi) their respective names appearing in the first paragraph, (ii) the concession and reallowance figure appearing in the fourth paragraph, (iii) their respective names and addresses in the fifth paragraph, (iv) the tenth paragraph, (v) the first, second, fifth and sixth sentences in the sixteenth paragraph under the caption “Underwriting (Conflicts of Interest)” and (zvi) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under first sentence in the caption “Underwriting (Conflicts of Interest)seventeenth paragraph.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed that the only such information furnished by any Underwriter consists of the following information following: the third paragraph in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth paragraph text under the caption “Underwriting (Conflicts Underwriting” in the Preliminary Prospectus and the Prospectus concerning terms of Interest)the offering, including the concession and reallowance to certain dealers by the Underwriters; the third and fourth sentences of the sixth paragraph of text under the caption “Underwriting” in the Preliminary Prospectus and (z) the twelfth through fourteenth paragraphs related Prospectus Supplement relating to stabilization, market making by the Underwriters; and the seventh paragraph of text under the caption “Underwriting” in the Preliminary Prospectus and the Prospectus relating to over-allotment, stabilization and syndicate covering transactions and penalty bids under by the caption “Underwriting (Conflicts of Interest)Underwriters.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists solely of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing names of the Underwriters and the subsections titled “Pricing of this Offering” and “Regulatory Restrictions on Purchase of Securities” included in the fourth paragraph under the caption section captioned “Underwriting (Conflicts of Interest)” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through information contained in the seventh, thirteenth, fourteenth and sixteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth [third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the information contained in the seventh paragraph, the twelfth through fourteenth paragraphs related to stabilizationparagraph, over-allotmentthe thirteenth paragraph, syndicate covering transactions the last sentence of the third paragraph and penalty bids the last two sentences of the fourteenth] paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus under the heading “Underwriting” furnished on behalf of each Underwriter: (y) the concession figure first, second and third sentences appearing in the fourth third paragraph under relating to concessions and reallowances and the caption “Underwriting (Conflicts of Interest)” information contained in the thirteenth, fourteenth and (z) the twelfth through fourteenth fifteenth paragraphs related to describing passive market making activities and stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest).”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the last sentence under the risk factor “There is no established trading market for the Series A Preferred Stock and listing on the NYSE does not guarantee a market for the Series A Preferred Stock,” the concession figure and reallowance figures appearing in the fourth third paragraph of text under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the information contained in the eleventh and twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids of text under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the information contained in the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed that the only such information furnished by any Underwriter consists of the following information following: (i) the names of the Underwriters (A) on the cover pages of the Preliminary Prospectus and the Prospectus and (B) under the heading “Underwriters” in the Preliminary Prospectus furnished on behalf of each Underwriter: and the Prospectus; (yii) the concession figure appearing in the fourth fifth paragraph of text under the caption “Underwriting Underwriting” in the Preliminary Prospectus and the Prospectus, concerning the terms of the offering by the Underwriters; (Conflicts of Interest)” iii) the initial public offering price; and (ziv) the twelfth through fourteenth seventh, eighth and ninth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids of text under the caption “Underwriting (Conflicts of Interest)Underwriting” in the Preliminary Prospectus and the Prospectus, concerning short sales, stabilizing transactions and purchases to cover positions created by short sales by the Underwriters.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its affiliates, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters CommunicationCommunication used in connection with the offering of the Shares, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through information contained in the twelfth, thirteenth and fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each The Underwriter agrees, severally and not jointly, agrees to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such the Underwriter furnished to the Company in writing by such the Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any the Underwriter consists of the following information in the Prospectus furnished on behalf of each the Underwriter: (y) the concession figure and reallowance figures appearing in the fourth paragraph under the caption “Underwriting (Conflicts Underwriting”, the information contained in the twelfth, fourteenth and the second sentence of Interest)” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids fifteenth paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of its subsidiaries, its affiliates, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth information contained in the [fourteen] and [fifteenth] paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting” relating to price stabilization, short positions and penalty bids.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” and (z) Underwriting”, the information contained in the twelfth through fourteenth and thirteenth paragraphs related relating to stabilization, over-allotment, syndicate covering stabilizing transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (yi) the concession figure appearing last sentence of text on the cover page regarding the delivery of the Underwritten Shares by the Underwriters; (ii) the names and corresponding Underwritten Share amounts set forth in the fourth table of Underwriters in the first paragraph under the caption “Underwriting Underwriting”; (Conflicts of Interest)” and (ziii) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids concession figures appearing in the third paragraph under the caption “Underwriting Underwriting”; (Conflicts of Interest)iv) the information regarding internet distributions in the seventh paragraph under the caption “Underwriting”; and (v) the information referring to stabilizing transactions and passive market making contained in the thirteenth, fourteenth, fifteenth and sixteenth paragraphs under the caption “Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” and (z) the twelfth through fourteenth information contained in the sixteenth and seventeenth paragraphs related relating to price stabilization, over-allotment, syndicate covering transactions short positions and penalty bids under the caption “Underwriting (Conflicts of Interest).”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities (including, without limitation, reasonably incurred and documented legal fees and other reasonably incurred and documented expenses incurred in connection with any suit, action or proceeding or any claim asserted, as such fees and expenses are incurred) that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth first sentence of the third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) information contained in the twelfth through fourteenth first sentence of each of the fifteenth and sixteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions describing passive market making activities and penalty bids stabilization under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by or on behalf of such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the preliminary prospectus supplement included in the Pricing Disclosure Package and in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting;” the information contained in the eleventh, twelfth and (z) the twelfth through fourteenth thirteenth paragraphs related referring to stabilization, over-allotment, syndicate covering stabilizing transactions and penalty bids passive market making under the caption “Underwriting (Conflicts Underwriting;” the information contained in the fourteenth paragraph referring to Internet distribution of Interest)Shares under the caption “Underwriting;” and the information contained in the fifteenth, sixteenth and seventeenth paragraphs referring to offers and sales of Shares in the European Economic Area.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts Underwriting”, the names of Interest)” and (z) number of shares agreed to be purchased by each Underwriter and the twelfth through fourteenth information contained in the seventh, twelfth, thirteenth and fifteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” Underwriting”, the information contained in the fifteenth, sixteenth and (z) the twelfth through fourteenth seventeenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its affiliates, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth [3rd] paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting,” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids information regarding internet distribution appearing in the [7th] paragraph under the caption “Underwriting Underwriting” and the information contained in the [12th and 13th] paragraphs (Conflicts of Interest)each relating to stabilizing transactions) under the caption “Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth fifth paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth information contained in the ninth, tenth and eleventh paragraphs related to stabilization, over-allotment, syndicate covering transactions describing passive market making activities and penalty bids stabilization under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed that the only such information furnished by any Underwriter consists of (i) the following information names of the Underwriters on the bottom of the front and back cover pages of the Prospectus and in the Prospectus furnished on behalf table under the first paragraph of each Underwriter: (y) the concession figure appearing in the fourth paragraph text under the caption “Underwriting Underwriting” on page S-38 of the Prospectus; (Conflicts ii) the eleventh paragraph of Interest)text under the caption “Underwriting” on page S-39 of the Prospectus concerning the addresses of the Representatives; (iii) the fourth sentence in the eighth paragraph of text under the caption “Underwriting” on page S-39 of the Prospectus concerning the Underwriters’ market-making activities; and (ziv) the twelfth through fourteenth paragraphs related to stabilization, ninth paragraph of text under the caption “Underwriting” on page S-39 of the Prospectus concerning over-allotmentallotment transactions, stabilizing transactions, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)bids.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures and information regarding discretionary sales appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through information contained in the seventh, twelfth, thirteenth and fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth third paragraph of text under the caption “Underwriting (Conflicts Underwriting”, and in the Preliminary Prospectus Supplement and the Prospectus Supplement concerning the terms of Interest)offering, including the concession to certain dealers, by the Underwriters; the thirteenth, fourteenth, fifteenth and sixteenth paragraphs of text under the caption “Underwriting” in the Preliminary Prospectus Supplement and (z) the twelfth through fourteenth paragraphs related Prospectus Supplement relating to stabilization, over-allotment, stabilization, penalty bids, market making and syndicate covering transactions and penalty bids under by the caption “Underwriting (Conflicts of Interest)Underwriters.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” Underwriting”, the information contained in the fourteenth and (z) the twelfth through fourteenth fifteenth paragraphs related relating to stabilization, over-allotment, syndicate covering stabilizing transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communicationfree writing prospectus as defined in Rule 400, any road xxx xxxx show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing information in the fourth first sentence of the third paragraph under the caption “Underwriting (Conflicts of Interest)” Underwriting”, the concession and (z) reallowance figures appearing in the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids fifth paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting”, and the information contained under the caption “Stabilization” relating to price stabilizing transactions.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Registration Statement, Disclosure Package and the Prospectus furnished on behalf of each Underwriter: (y) the statements regarding delivery of shares by the Underwriters set forth on the cover page, the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” and (z) Underwriting”, the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids information regarding internet distribution contained in the seventh paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting”, the information regarding stabilizing transactions contained in the twelfth paragraph under the caption “Underwriting” and the information regarding passive market making contained in the thirteenth paragraph under the caption “Underwriting.”

Indemnification of the Company. Each The Underwriter agrees, severally and not jointly, agrees to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such the Underwriter furnished to the Company in writing by such the Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any the Underwriter consists of the following information in the Prospectus furnished on behalf of each the Underwriter: (y) the concession figure appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth information contained in the fifteenth and sixteenth paragraphs related relating to stabilization, over-allotment, syndicate covering stabilizing transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement Statement, the Operating Partnership and each person, if any, who controls the Company and the Operating Partnership within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package Time of Sale Information (including any Pricing Disclosure Package Time of Sale Information that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth paragraph of text under the caption “Underwriting,” the information contained in the seventh paragraph of text under the caption “Underwriting,” the first two sentences of the second paragraph under the caption “Underwriting (Conflicts — New issue of Interest)notes,” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids first sentence of the first paragraph under the caption “Underwriting (Conflicts — Price stabilization and short positions; repurchase of Interest)common stock.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) aboveAct, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting,” the information contained in the twelfth, thirteenth and (z) the twelfth through fourteenth paragraphs related relating to stabilization, over-allotment, syndicate covering stabilization transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Preliminary Prospectus and the Prospectus furnished on behalf of each Underwriter: (y) the statements regarding delivery of shares by the Underwriters set forth on the cover page, and the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” Underwriting”, and (z) the information contained in the twelfth through fourteenth and thirteenth paragraphs related relating to stabilization, over-allotment, syndicate covering stabilization transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and the information contained in the twelfth, and thirteenth paragraphs (zeach relating to stabilizing transactions) and the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids first sentence of the fifteenth paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth information contained in the fifteenth and sixteenth paragraphs related relating to stabilization, over-allotment, syndicate covering stabilizing transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” Underwriting”, the information contained in the fifteenth paragraph and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids sixteenth paragraph under the caption “Underwriting Underwriting”. (Conflicts of Interestc).”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement Statement, the Operating Partnership and each person, if any, who controls the Company and the Operating Partnership within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package Time of Sale Information (including any Pricing Disclosure Package Time of Sale Information that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth paragraph of text under the caption “Underwriting,” the information contained in the seventh paragraph of text under the caption “Underwriting,” the first two sentences of the second paragraph under the caption “Underwriting (Conflicts — New issue of Interest)notes,” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids first sentence of the first paragraph under the caption “Underwriting (Conflicts — Price stabilization and short positions; repurchase of Interest)common stock.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing information contained in the fifth paragraph on the cover relating to the sale of the Shares and commissions; the information contained in the third paragraph under the caption “Underwriting” relating to market making, the information contained in the fourth paragraph under the caption “Underwriting (Conflicts Underwriting” relating to the sale of Interest)” the Shares, and (z) the information contained in the eleventh and twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting” relating to stabilization and market making by the Underwriters.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the information contained in the eleventh, twelfth through fourteenth and thirteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter that is furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter to the Company consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts Plan of Interest)Distribution” and (z) the twelfth through information contained in the fourteenth and fifteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts Plan of Interest)Distribution.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communicationfree writing prospectus as defined in Rule 400, any road xxx xxxx show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” Underwriting”, the information contained in the fifteenth and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids sixteenth paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” relating to price stabilizing transactions.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth information contained in the sixth, thirteenth, fourteenth, fifteenth and sixteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth information contained in the sixteenth and seventeenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting” relating to price stabilization, short positions and penalty bids.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” and (z) Underwriting”; the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids information contained in the seventh paragraph under the caption “Underwriting (Conflicts Underwriting”; the information contained in the fifteenth, sixteenth and seventeenth paragraphs concerning stabilizing transactions, short sales and passive market making under the caption “Underwriting”; and the information contained in the last sentence of Interest)the nineteenth paragraph under the caption “Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities (including, without limitation, reasonable and documented legal fees and other expenses incurred in connection with any suit, action, or proceeding or any claim asserted, as such fees and expenses are incurred) that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids information contained in the fifteenth paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its affiliates, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth information contained in the fifteenth and sixteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth paragraph Underwriter under the caption “Underwriting (Conflicts of Interest)Underwriting”: the concession and reallowance figures appearing in the third paragraph and the information contained in the fourteenth paragraph beginning with the words “In connection with this offering” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under fifteenth paragraph beginning with the caption words “Underwriting (Conflicts of Interest)The underwriters have advised us.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth information contained in the eighth, sixteenth, seventeenth and nineteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids the last two sentences of the eighteenth paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth [third] paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting,” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids information regarding internet distribution contained in the [seventh] paragraph under the caption “Underwriting Underwriting”, and the information contained in the [twelfth] and [thirteenth] paragraphs (Conflicts of Interest)each relating to stabilizing transactions) under the caption “Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show Communication or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph, the information regarding electronic and internet distribution appearing in the seventh paragraph and the information relating to stabilizing transactions contained in the thirteenth, fourteenth and sixteenth paragraphs in each case under the caption “Underwriting (Conflicts of Interest)” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing information contained in the fourth first paragraph under the caption heading “Underwriting (Conflicts of Interest)Underwriting—Commissions and Discounts,” the information in the first, second and third paragraphs under the heading “Underwriting—Price Stabilization, Short Positions,” and (z) the twelfth through fourteenth information in the paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption headings “Underwriting (Conflicts of Interest)Underwriting—Passive Market Making,” “Underwriting—Electronic Distribution,” and “Underwriting—Other Relationships.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Preliminary Prospectus, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show roadshow or any Pricing Disclosure Package Time of Sale Information (including any Pricing Disclosure Package Time of Sale Information that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the information contained in the concession figure and reallowance figures appearing in the fourth paragraph under the caption “Underwriting Underwriting”, the information contained in the last sentence of the seventh paragraph, the ninth paragraph (Conflicts the first two sentences of Interest)” such paragraph only) and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids paragraph describing passive market making under the caption “Underwriting (Conflicts of Interest).Underwriting”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” and (z) Underwriting”; the twelfth through information contained in the fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids paragraph under the caption “Underwriting (Conflicts Underwriting” beginning with “In connection with this offering, the underwriters may engage in stabilizing transactions. . .;” and the first sentence of Interest)the fifteenth paragraph under the caption “Underwriting” beginning with “The underwriters have advised us . . . .”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids information contained under the caption captions “Underwriting (Conflicts – Electronic Offer, Sale and Distribution of Interest)Securities,” “Underwriting – Price Stabilization and Short Positions,” “Underwriting – Passive Market Making,” and “Underwriting – Discretionary Accounts.”

Indemnification of the Company. Each The Underwriter agrees, severally and not jointly, agrees to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the “Underwriting” section of the Prospectus furnished on behalf of each the Underwriter: (yi) the concession figure appearing in table showing the fourth paragraph number of shares of common stock to be purchased by the Underwriter and (ii) paragraphs one, two and three under the caption “Underwriting (Conflicts of Interest)” Price Stabilization, Short Position and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Penalty Bids.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) aboveAct, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission from any such documents made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (Prospectus, the Canadian Offering Memorandum or the Canadian Non-Offering Prospectus, or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus, the Canadian Offering Memorandum or the Canadian Non-Offering Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts Underwriting”, the information contained in the first, third and fourth sentences of Interest)” and (z) the third paragraph, the first sentence of the twelfth through fourteenth paragraphs related to stabilizationparagraph, over-allotment, syndicate covering transactions and penalty bids the first sentence of the thirteenth paragraph under the caption “Underwriting (Conflicts Underwriting”, and the following information in the Prospectus furnished on behalf of Interest)Xxxxxxx Xxxxx & Co. LLC and X.X. Xxxxxx Securities LLC.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting,” and (z) the information contained in the twelfth through and thirteenth paragraphs and the second and third sentences of the fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information contained in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth paragraph under the caption “Underwriting Underwriting”: (Conflicts i) the names set forth in the table of InterestUnderwriters under the first paragraph of text; (ii) the first sentence in the second paragraph under such table of Underwriters (for the avoidance of doubt, such sentence begins with the words “The underwriters propose to offer…”); (iii) the first, second and fourth paragraphs under the heading “—Stabilization and Short Positions;” and (ziv) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids last paragraph under the caption heading “Underwriting —Discounts and Commissions” (Conflicts for the avoidance of Interestdoubt, the first sentence in such paragraph begins with the words “A prospectus supplement in electronic format…”).”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information contained in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth paragraph under the caption “Underwriting Underwriting”: (Conflicts i) the names set forth in the table of InterestUnderwriters under the first paragraph of text; (ii) the first sentence in the second paragraph under such table of Underwriters (for avoidance of doubt, such sentence begins with the words “The underwriters propose to offer...”); (iii) the first, second and fourth paragraphs under the heading “—Stabilization and Short Positions;” and (ziv) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids last paragraph under the caption heading “Underwriting —Discounts and Commissions” (Conflicts for the avoidance of Interestdoubt, the first sentence in such paragraph begins with the words “A prospectus supplement in electronic format...”).”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of its subsidiaries, its affiliates, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) [the concession figure figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through information contained in the fourteenth and fifteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting” relating to price stabilization, short positions and penalty bids.”]

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Preliminary Prospectus, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)free writing prospectus listed on Annex B, it being understood and agreed that the only such information furnished by any Underwriter consists of the following information following: the statements set forth in the Prospectus furnished on behalf of each Underwriter: (y1) the concession figure appearing in the fourth first paragraph under the caption heading “Underwriting—Underwriting Discounts and Commissions and Offering Expenses”, (Conflicts of Interest)2) the first and second paragraphs under the heading “Underwriting—Price Stabilization and Short Positions and Penalty Bids” and (z3) the twelfth through fourteenth first and second paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption heading “Underwriting (Conflicts Underwriting—Affiliations with Underwriters” in each of Interest)the Preliminary Prospectus and the Prospectus.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth first paragraph under the caption “Underwriting (Conflicts of Interest)Commissions and Discounts,” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids information contained in the third paragraph under the caption “Underwriting (Conflicts of Interest)Commissions and Discounts” and the information contained in the second, third and sixth paragraphs under the caption “Price Stabilization, Short Positions and Penalty Bids”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” [and (z) the information contained in the twelfth through fourteenth and thirteenth paragraphs related (each relating to stabilization, over-allotment, syndicate covering transactions and penalty bids ) under the caption “Underwriting (Conflicts Underwriting” [and the following information in the Issuer Free Writing Prospectus dated [ ], 2012: [insert description of Interest)information provided by Underwriters]].”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” Underwriting”, the information contained in the sixteenth, seventeenth and (z) the twelfth through fourteenth eighteenth paragraphs related to describing passive market making and stabilization, over-allotment, syndicate covering transactions and penalty bids all as under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through information contained in the thirteenth and fourteenth paragraphs related relating to stabilization, over-allotment, syndicate covering stabilizing transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth [third] paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the information contained in the [seventh, twelfth through fourteenth and thirteenth] paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth information contained in the fifteenth and sixteenth paragraphs related relating to stabilization, over-allotment, syndicate covering stabilizing transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed that the only such information furnished by any Underwriter consists of (i) the following information names of the Underwriters on the bottom of the front and back cover pages of the Prospectus and in the Prospectus furnished on behalf table under the first paragraph of each Underwriter: (y) the concession figure appearing in the fourth paragraph text under the caption “Underwriting Underwriting” on page S-39 of the Prospectus; (Conflicts ii) the tenth paragraph of Interest)text under the caption “Underwriting” on page S-40 of the Prospectus concerning the addresses of the Representatives; (iii) the fourth sentence in the eighth paragraph of text under the caption “Underwriting” on page S-40 of the Prospectus concerning the Underwriters’ market-making activities; and (ziv) the twelfth through fourteenth paragraphs related to stabilization, ninth paragraph of text under the caption “Underwriting” on page S-40 of the Prospectus concerning over-allotmentallotment transactions, stabilizing transactions, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)bids.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” Underwriting”, and (z) the twelfth through fourteenth paragraphs related information contained in the thirteenth paragraph relating to stabilization, over-allotment, syndicate covering stabilization transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth paragraphs related information relating to stabilization, over-allotment, syndicate covering stabilizing transactions and penalty bids passive market making contained in the twenty-second through twenty-fifth paragraphs under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing legal names of the Underwriters in the fourth table set forth in the first paragraph under the caption “Underwriting (Conflicts of Interest)” Underwriting”, the concession and (z) reallowance figures appearing in the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and the information contained in the twelfth and thirteenth paragraphs under the caption “Underwriting”.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of and its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Pricing Disclosure Package and the Prospectus furnished on behalf of each Underwriter: (y) the names of each Underwriter, the concession figure and reallowance figures appearing in the fourth [fifth] paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions information contained in [the [·] and penalty bids [·] paragraphs] under the caption “Underwriting Underwriting;” provided, however, that that the aggregate liability of each Underwriter hereunder shall in no event exceed such Underwriter’s net underwriting discounts, compensations and commissions (Conflicts after deducting taxes and expenses) with the respect of Interest)the offering of Shares; provided further, that the Underwriters shall not be liable for any losses, claims, damages, expenses or liabilities arising out of or based upon the Company’s failure to perform their respective obligations under this Agreement.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed that the only such information furnished by any Underwriter consists of (i) the following information names of the Underwriters on the bottom of the front and back cover pages of the Prospectus and in the Prospectus furnished on behalf table under the first paragraph of each Underwriter: (y) the concession figure appearing in the fourth paragraph text under the caption “Underwriting Underwriting” on page S-[•] of the Prospectus; (Conflicts ii) the eleventh paragraph of Interest)text under the caption “Underwriting” on page S-[•] of the Prospectus concerning the addresses of the Representatives; (iii) the fourth sentence in the eighth paragraph of text under the caption “Underwriting” on page S-[•] of the Prospectus concerning the Underwriters’ market-making activities; and (ziv) the twelfth through fourteenth paragraphs related to stabilization, ninth paragraph of text under the caption “Underwriting” on page S-[•] of the Prospectus concerning over-allotmentallotment transactions, stabilizing transactions, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)bids.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, agrees to indemnify and hold harmless the Company and its directors and each officer of its directors, each of its officers the Company who signed the Registration Statement Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as against any and all loss, liability, claim, damage and expense described in the indemnity set forth contained in paragraph (aSection 7(a) abovehereof, as incurred, but only with respect to any lossesuntrue statements or omissions, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement statements or omission omissions, made in the Registration Statement (or any amendments thereto) or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with any information relating to such Underwriter and furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use therein. The Company hereby acknowledges that the only information that has been furnished to the Company by any Underwriter expressly for use in the Registration Statement, Statement or the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed that ) are the only such information furnished by any Underwriter consists of the following information statements set forth in the Prospectus furnished on behalf of each Underwriter: (y) sentences relating to the concession figure appearing to certain dealers and, if applicable, the reallowance to certain brokers and dealers, each in the fourth first paragraph under the caption “Underwriting (Conflicts Underwriting—Commission and Expenses,” the first and third sentences of Interest)” the second paragraph, the third paragraph, the fourth paragraph, and (z) the twelfth through fourteenth paragraphs related to stabilizationfirst, over-allotment, syndicate covering transactions second and penalty bids fifth sentences of the fifth paragraph under the caption “Underwriting Underwriting—Market Making, Stabilization and other Transactions,” and the first sentence of the first paragraph under the caption “Underwriting—Passive Market Making” in the Preliminary Prospectus and the Prospectus (Conflicts of Interestsuch information, the “Underwriter Information”).”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure appearing in the fourth [fifth] paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting– Commission and Expenses” and (z) the twelfth [sixteenth through fourteenth nineteenth] paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting–Stabilization.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting,” the information contained in the fifteenth and (z) the twelfth through fourteenth sixteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts Underwriting” and the information contained and in second and third sentence of Interest)the seventeenth paragraph under the caption “Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth information contained in the fourteenth, fifteenth and sixteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities (including, without limitation, reasonable and documented legal fees and other expenses incurred in connection with any suit, action, or proceeding or any claim asserted, as such fees and expenses are incurred) that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids information contained in the thirteenth paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) [the concession figure figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)” and (z) Underwriting”; the twelfth through information contained in the fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids paragraph under the caption “Underwriting (Conflicts Underwriting” beginning with “In connection with this offering, the underwriters may engage in stabilizing transactions. . .;” and the first sentence of Interest)the fifteenth paragraph under the caption “Underwriting” beginning with “The underwriters have advised us . . . .”]

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act Act, to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters CommunicationIssuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure figures appearing in the third paragraph under the caption “Underwriting (conflicts of interest),” and the information contained in the fourth paragraph under the caption “Underwriting (Conflicts conflicts of Interestinterest)” and (z) the twelfth through fourteenth first and second paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids the last two sentences in the third paragraph under the caption “Underwriting (Conflicts conflicts of Interest)interest)—Price stabilization and short positions.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information described under the heading “Underwriting” in the Prospectus furnished on behalf of each Underwriter: (yA) the concession figure statement related to concessions and reallowances in the first sentence of the first paragraph under the heading “Underwriting Discount” and (B) the statements relating to stabilization transactions and other information appearing in the fourth paragraph first and second paragraphs under the caption heading “Underwriting (Conflicts of Interest)Stabilization Transactions” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids under the caption heading “Underwriting (Conflicts of Interest)Passive Market Making.”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (y) the concession figure and reallowance figures appearing in the fourth third paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting” [and (z) the information contained in the twelfth through fourteenth and thirteenth paragraphs related (each relating to stabilization, over-allotment, syndicate covering transactions and penalty bids ) under the caption “Underwriting (Conflicts Underwriting” [and the following information in the Issuer Free Writing Prospectus dated [ ], 2013: [insert description of Interest)information provided by Underwriters]].”

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company and each of Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Written Testing-the-Waters Communication, any road show Issuer Free Writing Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed that the only such information furnished by any Underwriter consists of the following information included in the Preliminary Prospectus furnished on behalf of each Underwriterand Prospectus: (y) the concession figure and reallowance figures appearing in the fourth paragraph under the caption “Underwriting (Conflicts of Interest)Underwriting—Offering Price, Concessions and Reallowances,” and (z) the twelfth through fourteenth paragraphs related to stabilization, over-allotment, syndicate covering transactions and penalty bids information contained under the caption “Underwriting (Conflicts Underwriting—Price Stabilization and Penalty Bids;” the information contained under the caption “Underwriting—Electronic Prospectus Delivery;” and the information furnished on behalf of Interest)X.X. Xxxxxx Securities, Inc. and Banc of America Securities LLC as applicable, in the paragraph under the caption “Underwriting—Other Relationships.”