Conformity with Securities Act and Exchange Act. The Registration Statement, the Prospectus, any Issuer Free Writing Prospectus or any amendment or supplement thereto, and the Incorporated Documents, when such documents were or are filed with the Commission under the Securities Act or the Exchange Act or became or become effective under the Securities Act, as the case may be, conformed or will conform in all material respects with the requirements of the Securities Act and the Exchange Act, as applicable.

Section # Conformity with Securities Act and Exchange Act. TheEach Registration Statement, theeach Prospectus, any Issuer Free Writing Prospectus or any amendment or supplement thereto, and the Incorporated Documents,documents incorporated by reference in each Registration Statement, Prospectus or any amendment or supplement thereto, when such documents were or are filed with the CommissionSEC under the Securities Act or the Exchange Act or became or become effective under the Securities Act, as the case may be, conformed or will conform in all material respects with the requirements of the Securities Act and the Exchange Act, as applicable.

Exchange Act and Exchange Act.Compliance. The Registration Statement,documents incorporated or deemed to be incorporated by reference in the Prospectus, at the time they were or hereafter are filed with the Commission, and any Issuer Free Writing Prospectus or any amendment or supplement thereto,thereto complied and the Incorporated Documents, when such documents were or are filed with the Commission under the Securities Act or the Exchange Act or became or become effective under the Securities Act, as the case may be, conformed or will conformcomply in all material respects with the requirements of the Securities Act and the Exchange Act, and, when read together with the other information in the Prospectus, at the time the Registration Statement and any amendments thereto become effective and at each Time of Sale, as applicable.the case may be, will not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

Any Preliminary Prospectus when filed with Securities Actthe Commission, and Exchange Act. Thethe Registration Statement as of each effective date and as of the date hereof, complied or will comply, and the Prospectus and any further amendments or supplements to the Registration Statement, the Prospectus, any Issuer Free WritingPreliminary Prospectus or any amendment or supplement thereto, and the Incorporated Documents,Prospectus will, when such documents werethey become effective or are filed with the Commission under the Securities Act or the Exchange Act or became or become effective under the Securities Act,Commission, as the case may be, conformed or will conformcomply, in all material respectsrespects, with the requirements of the Securities Act and the Securities Act Regulations; and the documents incorporated by reference in the Registration Statement, any Preliminary Prospectus or the Prospectus complied, and any further documents so incorporated will comply, when filed with the Commission, in all material respects to the requirements of the Exchange Act, as applicable.Act and Exchange Act Regulations.