LENS INVESTMENT MANAGEMENT LLC

STATEMENT OF POLICY

 

January 8, 1999

Set forth below is the policy of Lens Investment Management LLC and its affiliates (collectively, "Lens") with respect to agreements, arrangements or understanding for the purpose of acquiring, holding, voting or disposing of publicly traded equity securities.

1. Lens may from time to time meet with the management, directors or shareholders of companies in which Lens holds an equity interest to discuss matters of corporate policy (including any proposals to be submitted to shareholders), to discuss or solicit views on how best to maximize shareholder values or to explain Lens' position on such matters.

2. Lens will not enter into any agreement, arrangement or understanding to act together with any other person for the purpose of acquiring, holding, voting or disposing of securities unless such agreement, arrangement or understanding is in writing and signed by the parties thereto. Similarly, Lens will not act in concert with any other person for the purpose of acquiring, holding, voting or disposing of securities unless the taking of such concerted action has been agreed upon in writing by Lens and such other person.

3. Lens does not wish to have any other person believe that such other person has entered into any agreement, arrangement or understanding with Lens in the absence of a written agreement with Lens to such effect. Persons are warned not to misconstrue any actions taken by Lens because Lens will not consider itself bound in any fashion in the absence of a written agreement signed by Lens.


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