Common use of Exhibit B Form of Opinion Clause in Contracts

Exhibit B Form of Opinion. 1. The Company is a corporation validly existing and in good standing under the laws of the State of Nevada, with corporate power and authority to own, lease and operate its properties and to conduct its business as described in the Company’s latest Form 10-K or 10-Q filed by the Company under the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) and the rules and regulations of the Commission thereunder (the “Public Filings”) and to enter into and perform its obligations under the Investment Agreement.

Exhibit B Form of Opinion. 1. The Company is a corporation validly existing and in good standing under the laws of the State of Nevada, with Nevada and has the requisite corporate power and authority to own, lease and operate its properties and assets, and to conduct carry on its business as described presently conducted. The Company is duly qualified to do business and is in good standing in every state in which the Company’s latest Form 10-K or 10-Q filed by the Company under the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) and the rules and regulations of the Commission thereunder (the “Public Filings”) and failure to enter into and perform its obligations under the Investment Agreementso qualify would have a Material Adverse Effect.