Extract to table

Securities and Exchange Commission (the "Commission" or "SEC") under the Securities Act of 1933, as amended (the "Act"), which registration statement, including all amendments thereto and exhibits thereto, relates to the public offering of Common Stock as described herein; WHEREAS, the Company qualifies as an "emerging growth company" as such term is defined in Section 2(a)(19) of the Act and Section 3(a)(80) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as established in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act"), and the Company has availed itself of, and intends to continue to avail itself of, certain provisions applicable to emerging growth companies under the Act, the Exchange Act, and the JOBS Act; WHEREAS, the registration statement, as amended at the time it becomes effective, together with all exhibits thereto, is referred to herein as the "Registration Statement," and the final prospectus included as part of the Registration Statement, as supplemented from time to time, is referred to herein as the "Prospectus"; and WHEREAS, the Company has applied for listing of the Common Stock on the New York Stock Exchange (the "NYSE") under the proposed ticker symbol "CBRI"; NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: SECTION 1: DEFINITIONS As used in this Agreement, the following terms shall have the meanings set forth below: "Act" means the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder

T+3), or such other date as the Representative and the Company shall agree in writing

"Issuer Free Writing Prospectus" means each Free Writing Prospectus that the Company or the Selling Stockholder has filed or is required to file pursuant to Rule 433(d) under the Act

00 per share), which the Representative, on behalf of the several Underwriters, shall have the option to purchase from the Company pursuant to Section 2

If the overallotment option is exercised in full, the total number of Shares shall be 27,272,727, representing an aggregate offering size of approximately $600,000,000 (at an assumed public offering price of $22

In addition, any change in the trading price or credit rating of the Company's securities or debt instruments shall not, in and of itself, constitute a Material Adverse Effect; provided, that the underlying causes of any such change shall not be excluded from the determination of whether a Material Adverse Effect has occurred