Common use of Certain Criminal Convictions Clause in Contracts

Certain Criminal Convictions. Have you been convicted, within the past ten (10) years (or five (5) years, in the case of the Company, its predecessors and affiliated issuers), of any felony or misdemeanor involving: ● in connection with the purchase or sale of any security; ● involving the making of any false filing with the U.S. Securities and Exchange Commission (the “SEC”); or ● arising out of the conduct of the business of an underwriter, broker, dealer, municipal securities dealer, investment advisor or paid solicitor of purchasers of securities? Regulation S Investor Questionnaire ☐ Yes. If yes, please explain: __________________________________________________________ __________________________________________________________________________________ __________________________________________________________________________________ __________________________________________________________________________________ ☐ No.

Certain Criminal Convictions. Have you been convicted, within the past ten (10) years (or five (5) years, in the case of the Company, its predecessors and affiliated issuers), of any felony or misdemeanor involving: ● · in connection with the purchase or sale of any security; ● · involving the making of any false filing with the U.S. Securities and Exchange Commission (the “SEC”); or ● · arising out of the conduct of the business of an underwriter, broker, dealer, municipal securities dealer, investment advisor or paid solicitor of purchasers of securities? Regulation S Investor Questionnaire ☐ ¨ Yes. If yes, please explain: __________________________________________________________ __________________________________________________________________________________ __________________________________________________________________________________ __________________________________________________________________________________ ☐ ¨ No.