The Common Stock of Buyer is registered under Section 12(b) of the Exchange Act and is listed on the NYSE, and Buyer has not received any written notification that the Commission is contemplating terminating such registration or listing. Buyer has not, in the twelve (12) months preceding the Execution Date, received written notice from the NYSE or any other stock market or exchange to the effect that Buyer is not in compliance with the listing or maintenance requirements of such market or exchange (or any other notice of delisting), Buyer has not taken (and, to Buyer’s Knowledge, no Person has taken) any action designed to, or which to Buyer’s Knowledge, is likely to have the effect of, terminating the registration of the Common Stock under the Exchange Act.