Common use of Foreign Private Issuer Status Clause in Contracts

Foreign Private Issuer Status. The Company is a “foreign issuer” (as defined in Rule 902(e) of Regulation S) and reasonably believes there is no “substantial U.S. market interest” (as defined in Rule 902(j) of Regulation S) in the Common Shares and represents that Rule 903(b)(1) (Category 1) of Regulation S applies to the offer and sale of the Shares and Warrants hereunder pursuant to Regulation S.

Foreign Private Issuer Status. The Company is a “foreign issuer” (as defined in Rule 902(e) of Regulation S) and reasonably believes represents that there is no “substantial U.S. market interest” (as defined in Rule 902(j) of Regulation S) in the Common Shares and represents that Shares, Rule 903(b)(1) (Category 1) of Regulation S applies to the offer and sale of the Shares and Warrants hereunder pursuant to Regulation S.S, and the only conditions of Rule 903 of Regulation S applicable to such offers and sales are those set in Rule 903(a).