Common use of Certain Agreements of the Initial Purchasers Clause in Contracts

Certain Agreements of the Initial Purchasers. (a) Each Initial Purchaser hereby represents and agrees that it has not and will not use, authorize use of, refer to, or participate in the planning for use of, any written communication that constitutes an offer to sell or the solicitation of an offer to buy the Securities other than (i) the Preliminary Offering Memorandum and the Offering Memorandum, (ii) any written communication that contains either (a) no “issuer information” (as defined in Rule 433(h)(2) under the Securities Act) or (b) “issuer information” that was included in the Time of Sale Information or the Offering Memorandum, (iii) any written communication listed on Annex A or prepared pursuant to Section 4(c) above (including any electronic road show), (iv) any written communication prepared by such Initial Purchaser and approved by the Company in advance in writing or (v) any written communication relating to or that contains the terms of the Securities and/or other information that was included in the Time of Sale Information or the Offering Memorandum. (b) Each Initial Purchaser agrees that it will use commercially reasonable efforts to timely provide to the Company, with respect to each person to whom such Initial Purchaser sells Securities in connection with the initial resale of the Securities, the following information: such person’s name, residential address, telephone number, the amount of Securities purchased, the purchase price and the settlement date.