Common use of No Consents Required Clause in Contracts

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units by the Underwriters.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or any governmental or regulatory authority having jurisdiction over the Company is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, or the issuance and sale by the Company of the Units and the consummation of the transactions Placement Shares as contemplated by the Transaction Documentshereby, except for the registration of the Units Placement Shares under the Securities Act Act, and such consents, approvals, authorizations, orders and registrations or qualifications as may be required under the Exchange Act and applicable state securities laws or by the by-laws and rules of the Financial Industry Regulatory Authority, Inc. Authority (“FINRA”) and under applicable state securities laws or the Exchange in connection with the purchase and distribution sale of the Units Placement Shares by the UnderwritersAgent.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of this Agreement, the Transaction DocumentsIndenture, the issuance and sale of the Units Securities and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Securities under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Securities by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company Bank of each of the Transaction DocumentsDocuments to which it is a party, the issuance and sale of the Units Securities and compliance by the Bank with the terms thereof and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications (i) as have been obtained under the Act and (ii) as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Securities by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company Transaction Entities of each of this Agreement and the Transaction Documents, the issuance and sale of the Units Share Repurchase Agreement and the consummation of the transactions contemplated by this Agreement and the Transaction DocumentsShare Repurchase Agreement, except for the registration of the Units Shares under the Securities Act Act, and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) ), the Exchange and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company and the Operating Partnership of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for such as have already been obtained regarding the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and ), under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters, and the New York Stock Exchange.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) ), Nasdaq and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for (i) the registration of the Units Shares under the Securities Act and Act, (ii) such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters, and (iii) consents that have been, or prior to the Closing Date will be, obtained.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Placement Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Placement Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Placement Shares by the UnderwritersAgent.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentshereby, except for (i) such as has been obtained or made, (ii) the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and (iii) registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each and the Operating Partnership of the Transaction DocumentsAgreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction DocumentsAgreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) ), the Exchange and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by for official listing on the Financial Industry Regulatory Authority, Inc. Nasdaq Global Select Market (the “FINRANasdaq Market”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units and the shares of Common Stock and the Public Warrants under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) FINRA and under applicable state securities laws in connection with the purchase and distribution of the Public Units by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required to be obtained by the Company for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units this Agreement and the consummation of the transactions contemplated by this Agreement by the Transaction DocumentsCompany, except for the registration of the Units Shares under the Securities Act Act, the listing of the Shares on the New York Stock Exchange and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares by the Company and the consummation by the Company of the transactions contemplated by the Transaction Documentsthis Agreement, except for (i) the registration of the Units Shares under the Securities Act and Act, (ii) such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and or the Exchange or under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the UnderwritersUnderwriters and (iii) those that have already been obtained.

No Consents Required. No consent, approval, authorization, license, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares by the Company and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority (collectively, “Consents”) is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units Securities and compliance by the Company with the terms thereof and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units such Consents (i) as have been obtained under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications the Trust Indenture Act; (ii) as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Securities by the UnderwritersUnderwriters and (iii) which the failure to obtain or possess would not, individually or in the aggregate, have a Material Adverse Effect.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction DocumentsUnderwriting Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction DocumentsUnderwriting Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Nasdaq Market, Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) ), the Exchange and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Public Units and the shares of Common Stock and the Public Warrants under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Public Units by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company each BRP Party of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentshereby, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) ), the Nasdaq Global Select Market and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) ), the applicable stock exchange and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares by the Company and the consummation by the Company of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation by the Company of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) ), the Nasdaq Market, and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units securities and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units Public Units, Public Shares and Public Warrants under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Public Units, Public Shares and Public Warrants by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as have already been obtained or made or as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units Securities and compliance by the Company with the terms thereof and the consummation of the transactions contemplated by the Transaction Documentsthereby, except for the registration of the Units under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications (i) as have been obtained under the Securities Act and the Trust Indenture Act and (ii) as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Securities by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units and the shares of Common Stock and the Public Warrants under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Public Units by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Public Units and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Public Units and the Ordinary Shares and the Public Warrants under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Public Units by the Underwriters.

No Consents Required. No consent, approval, authorization, filing, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company and the Guarantors of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Securities (including the Guarantees) and compliance by the Company and the Guarantors with the terms thereof and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units under the Securities Act and such consents, approvals, authorizations, filings, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units by the Underwriterslaws.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the NASDAQ Global Select Market, the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company and the Operating Partnership of each of the Transaction Documents, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for (i) the registration of the Units Shares under the Securities Act and Act, (ii) such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the UnderwritersUnderwriters and (iii) the filing of a restated certificate of incorporation of the Company with the Secretary of State of the State of Delaware.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Placement Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Placement Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Placement Shares by the UnderwritersCowen.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units securities and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units Units, Public Shares (as defined below) and Public Warrants under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Units, Public Shares and Public Warrants by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Nasdaq Market and the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units securities and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units Units, Ordinary Shares and Warrants under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except as required by the New York Stock Exchange, for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) ), the Principal Market, and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the UnderwritersAgent.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, this Agreement and the issuance and sale of the Units and the consummation of the transactions contemplated by the Transaction DocumentsShares, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications (i) as have already been obtained or will have been obtained prior to the Closing Date and (ii) as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, license, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Placement Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Placement Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Placement Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units and the shares of Common Stock and the Warrants included in the Units under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) FINRA and under applicable state securities laws in connection with the purchase and distribution of the Units by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares to be sold by the Company hereunder and the consummation by the Company of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of this Agreement and each of the Transaction Documents, the issuance and sale of the Units and the consummation of the transactions contemplated by this Agreement and the Transaction Documents, except for the registration of the Units under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units by the Underwriters.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Placement Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Placement Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Placement Shares by the UnderwritersAgents.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Placement Shares by the Company and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Placement Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Placement Shares by the UnderwritersCowen.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by any applicable stock exchange, the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state and foreign securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Placement Shares by the Company and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Placement Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Placement Shares by the UnderwritersXxxxx.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the New York Stock Exchange or the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state or foreign securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation by the Company of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company Transaction Parties of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by this Agreement, including, without limitation, the Transaction DocumentsRecapitalization, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units and the Ordinary Shares and the Warrants included in the Units under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) FINRA and under applicable state securities laws in connection with the purchase and distribution of the Units by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation by the Company of the transactions contemplated by this Agreement or the Transaction DocumentsTime of Sale Information and the Prospectus, except for (i) the registration of the Units Shares under the Securities Act and Act; (ii) such consents, approvals, authorizations, orders and registrations or qualifications as may be required under applicable state securities laws, or equivalent foreign laws, in connection with the purchase and distribution of the Shares by the Underwriters; and (iii) under the Conduct Rules of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units by the Underwriters).

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) or for official listing on NASDAQ and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company such Selling Shareholder of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Securities and the consummation of the transactions contemplated by the Transaction Documents, except for (i) the registration of the Units Ordinary Shares and the ADSs under the Securities Act and the Exchange Act and (ii) such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) FINRA and under applicable state securities laws in connection with the purchase and distribution of the Units Securities by the Underwriters, which shall have been obtained prior to the Closing Date and are in full force and effect.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement or any Terms Agreement, the issuance and sale by the Company of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement or of any Terms Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution offer or sale of the Units by the UnderwritersShares.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale by the Company of the Units Shares to be issued upon the exercise of the Options (as defined below) and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, filing, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Placement Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Placement Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Placement Shares by the UnderwritersAgent.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as have already been obtained or made or as may be required by the rules of the Exchange or the Financial Industry Regulatory Authority, Inc. (“FINRA”) and or under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation by the Company of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required for official listing on the Principal Trading Market, by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the UnderwritersCanaccord.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and orders, licenses, registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required to be obtained by the Company for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation by the Company of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units Company Shares, if any, and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the OTCMG or the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the UnderwritersPlacement Agents.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, the issuance and sale of the Units Company Shares and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by each of the Company Ladder Parties of each of the Transaction DocumentsDocuments to which it is a party, the issuance and sale of the Units Securities and compliance by each of the Ladder Parties with the terms thereof and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution resale of the Units Securities by the UnderwritersInitial Purchasers.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for (i) the registration of the Units Shares under the Securities Act and Act, (ii) such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters, and (iii) the filing of a restated certificate of incorporation of the Company with the Secretary of State of the State of Delaware.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale by the Company of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as have already been obtained or made or as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) ), the Principal Market and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documents, Documents or the issuance and sale of the Units Securities and compliance by the Company with the terms thereof and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units Securities under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications (i) as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Securities by the Underwriters, (ii) as have already been obtained or (iii) that would not have a material adverse effect on the performance of this Agreement by the Company.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentshereby, except for (i) such as has been obtained or made, (ii) the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and (iii) registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) FINRA and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of this Agreement and the Transaction DocumentsDeposit Agreement, the issuance and sale of the Units ADSs and the consummation of the transactions contemplated by this Agreement and the Transaction DocumentsDeposit Agreement, except for the registration of the Units ADSs under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units ADSs by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Placement Shares by the Company and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Placement Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Placement Shares by the UnderwritersCxxxx.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the UnderwritersAgents.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for (i) the registration of the Units Shares under the Securities Act and (ii) such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale by the Company of the Units Shares to be issued upon the exercise of the Options and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the UnderwritersUnderwriter.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Listing Exchange, the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for (i) the registration of the Units Shares under the Securities Act and Act, (ii) such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and ), under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters, and (iii) the filing of a restated certificate of incorporation of the Company with the Secretary of State of the State of Delaware.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of this Agreement or the Transaction Documents, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentshereunder or thereunder, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required of the Company for (i) the execution, delivery and performance by the Company of each of this Agreement, (ii) the Transaction Documents, the issuance and sale of the Units Securities by the Selling Shareholder and (iii) the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units under the Securities Act such as have been obtained or made and such consents, approvals, authorizations, orders and registrations or qualifications as are or may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) under Canadian Securities Laws and under applicable state securities laws in connection with the purchase and distribution of the Units Securities by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Placement Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Placement Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) ), the Exchange, and under applicable state securities laws in connection with the purchase and distribution of the Units Placement Shares by the UnderwritersAgent.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of this Agreement and the Transaction DocumentsDeposit Agreement, the issuance and sale of the Units ADSs and the consummation of the transactions contemplated by this Agreement and the Transaction DocumentsDeposit Agreement, except for the registration of the Units ADSs under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units ADSs by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Placement Shares and the consummation by the Company of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Placement Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase offer and distribution sale of the Units by the UnderwritersPlacement Shares.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the New York Stock Exchange and the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation by the Company of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) or the Principal Market and under applicable state securities laws in connection with the purchase and distribution sale of the Units Shares by the UnderwritersAgent.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority Governmental Entity is required for the execution, delivery and performance by the Company of each or, to the knowledge of the Transaction DocumentsCompany, the issuance Selling Shareholder, of this Agreement and the sale of the Units and the consummation of the transactions contemplated Shares by the Transaction DocumentsSelling Shareholder, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the New York Stock Exchange (the “Exchange”) or the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, license, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Placement Shares by the Company and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Placement Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Placement Shares by the UnderwritersXxxxx.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentshereby, except for the registration of the Units Shares under the Securities Act Act, which has been effected, and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the UnderwritersUnderwriter.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company and the LLC of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units and Shares, the consummation of the transactions contemplated by this Agreement and the Transaction Documentsconsummation of this LLC Unit Repurchase, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for (i) the registration of the Units Shares under the Securities Act Act, and (ii) such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and ), under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company and the LLC of each of the Transaction DocumentsDocuments to which it is a party, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documents, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, filing, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale by the Company of the Units Shares and the consummation by the Company of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Placement Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for the registration of the Units Placement Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) ), by the Exchange, and under applicable state securities laws in connection with the purchase and distribution of the Units Placement Shares by the UnderwritersAgent.

No Consents Required. No consent, filing, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement, except for (i) the registration of the Units Shares under the Securities Act Act, and (ii) such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, license, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation of the transactions contemplated by the Transaction Documentsthis Agreement , except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by The NASDAQ Stock Market or the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state and foreign securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale of the Units Shares and the consummation by the Company of the transactions contemplated by the Transaction Documentsthis Agreement, except for (i) the registration of the Units Shares under the Securities Act and (ii) such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.

No Consents Required. No consent, approval, authorization, order, registration or qualification of or with any court or arbitrator or governmental or regulatory authority is required for the execution, delivery and performance by the Company of each of the Transaction Documentsthis Agreement, the issuance and sale by the Company of the Units Shares and the consummation by the Company of the other transactions contemplated by the Transaction Documentshereby, except for the registration of the Units Shares under the Securities Act and such consents, approvals, authorizations, orders and registrations or qualifications as may be required by the Financial Industry Regulatory AuthorityNational Association of Securities Dealers, Inc. (the “FINRANASD”) and under applicable state securities laws in connection with the purchase and distribution of the Units Shares by the Underwriters.