Common use of Capitalization of Priveco Clause in Contracts

Capitalization of Priveco. The entire authorized capital stock and other equity securities of Priveco consists of 1,000 shares of common stock (the “Priveco Common Stock”). As of the date of this Agreement, there are 1,000 shares of Priveco Common Stock issued and outstanding. All of the issued and outstanding shares of Priveco Common Stock have been duly authorized, are validly issued, were not issued in violation of any pre-emptive rights and are fully paid and non-assessable, are not subject to pre-emptive rights and were issued in full compliance with the laws of the British Virgin Islands and its Constitution and Articles of Association. There are no outstanding options, warrants, subscriptions, conversion rights, or other rights, agreements, or commitments obligating Priveco to issue any additional common shares of Priveco Common Stock, or any other securities convertible into, exchangeable for, or evidencing the right to subscribe for or acquire from Priveco any common shares of Priveco Common Stock. There are no agreements or arrangements purporting to restrict the transfer of the Priveco Common Stock and no voting agreements, shareholders’ agreements, voting trusts, or other agreements or arrangements restricting or affecting the voting of the Priveco Common Stock.

Capitalization of Priveco. The entire authorized capital stock and other equity securities of Priveco consists of 1,000 10,000 common shares with par value of common stock USD$1.00 per share (the “Priveco Common Stock”)) and no preference shares. As of the date of this Agreement, there are 1,000 10,000 shares of Priveco Common Stock issued and outstanding. All of the issued and outstanding shares of Priveco Common Stock have been duly authorized, are validly issued, were not issued in violation of of, or subject to, any pre-emptive rights and are fully paid and non-assessable, are not subject to pre-emptive rights and were issued the whole in full compliance with the laws of the British Virgin Islands and its Constitution and Articles of AssociationIslands. There are no outstanding options, warrants, subscriptions, conversion rights, or other rights, agreements, or commitments obligating Priveco to issue any additional common shares of Priveco Common Stock, or any other securities convertible into, exchangeable for, or evidencing the right to subscribe for or acquire from Priveco any common shares of Priveco Common Stock. There are no agreements or arrangements purporting to restrict the transfer of the Priveco Common Stock and Stock, no voting agreements, shareholders’ agreements, voting trusts, or other agreements or arrangements restricting or affecting the voting of the Priveco Common Stock.

Capitalization of Priveco. The entire authorized capital stock and other equity securities of Priveco consists of 1,000 1,049 common shares of common stock (the “Priveco Common Stock”). As of the date of this Agreement, there are 1,000 1,049 shares of Priveco Common Stock issued and outstanding. All of the issued and outstanding shares of Priveco Common Stock have been duly authorized, are validly issued, were not issued in violation of any pre-emptive rights and are fully paid and non-assessable, are not subject to pre-emptive rights and were issued in full compliance with the laws of the British Virgin Islands and its Constitution and Articles of Association. There are no outstanding options, warrants, subscriptions, conversion rights, or other rights, agreements, or commitments obligating Priveco to issue any additional common shares of Priveco Common Stock, or any other securities convertible into, exchangeable for, or evidencing the right to subscribe for or acquire from Priveco any common shares of Priveco Common Stock. There are no agreements or arrangements purporting to restrict the transfer of the Priveco Common Stock and Stock, no voting agreements, shareholders’ agreements, voting trusts, or other agreements or arrangements restricting or affecting the voting of the Priveco Common Stock.

Capitalization of Priveco. The entire authorized capital stock and other equity securities of Priveco consists of 1,000 1,000] common shares of common stock (the “Priveco Common Stock”). As of the date of this Agreement, there are 1,000 shares of Priveco Common Stock issued and outstanding. All of the issued and outstanding shares of Priveco Common Stock have been duly authorized, are validly issued, were not issued in violation of any pre-emptive rights and are fully paid and non-assessable, are not subject to pre-emptive rights and were issued in full compliance with the laws of the British Virgin Islands and its Constitution and Articles of Association. There are no outstanding options, warrants, subscriptions, conversion rights, or other rights, agreements, or commitments obligating Priveco to issue any additional common shares of Priveco Common Stock, or any other securities convertible into, exchangeable for, or evidencing the right to subscribe for or acquire from Priveco any common shares of Priveco Common Stock. There are no agreements or arrangements purporting to restrict the transfer of the Priveco Common Stock and Stock, no voting agreements, shareholders’ agreements, voting trusts, or other agreements or arrangements restricting or affecting the voting of the Priveco Common Stock.