factors listed below in "—Review Criteria." Entering into a Related Party Transaction without the approval or ratification required by the terms of the Related Party Policy is prohibited and a violation of such policy. In the event the company's directors, executive officers or Chief Accounting Officer become aware of

No. 3 to Form S-I Table of Contents Review Criteria All Related Party Transactions will be reviewed in accordance with the standards set forth in the Related Party Policy after full disclosure of the Related Party's interests in the transaction. As appropriate for the circumstances, the audit and risk committee or its

l or Ratification of Transactions with Related Persons Prior to the completion of this offering, our board of directors will adopt a written policy (the Related Party Policy") and procedures for the review, approval or ratification of Related Party Transactions" by the independent members of the audit and risk committee