Common use of Offering on Form S-1 Clause in Contracts

Offering on Form S-1. (a) Seller is the duly appointed President, Secretary, Treasurer and sole Director of the Company, has been duly appointed to and now holds such offices, and no person, other than Seller, has ever been an officer or director of the Company; (b) The shareholders list (the “Shareholders List”) of the Company dated December 12, 2015 is a true and correct copy of the list of shareholders of the Company and is true, correct and accurate as of the date hereof; (c) The Shareholder’s List identifies all holders of common stock of the Company; (d) Except for Seller, each holder of common stock on the Shareholders List purchased his or her shares identified on the Shareholders List directly from the Company as part of an offering registered with the SEC pursuant to a Registration Statement on Form S-1 (File No. 333-201239) (the “Registration Statement”), declared effective by the SEC on August 24, 2015. (e) Seller delivered a copy of the Prospectus, part of the Registration Statement, to each of the holders of common stock on the Shareholders List (except Seller), prior to each such holder’s purchase of shares of common stock in the offering registered under the Registration Statement; (f) Each of the holders of common stock on the Shareholders List paid and delivered to the Company the full purchase price for his or her shares; (g) Except for Seller, none of the holders of common stock on the Shareholders List has ever been an officer, director or holder of more than 5% of the shares of common stock or voting power of the Company; and (h) Except for Seller, none of the holders of common stock on the Shareholders List has ever, directly or indirectly, controlled, acted in common control with or been controlled by the Company or ever otherwise been an “affiliate” of the Company within the meaning of SEC Rule 405, promulgated pursuant to the Securities Act.

Offering on Form S-1. (a) Seller is the duly appointed President, Secretary, Treasurer and sole Director of the Company, has been duly appointed to and now holds such offices, and no person, other than Seller, has ever been an officer or director of the Company; (b) The Attached hereto as Exhibit B, is a true and correct copy of the shareholders list (the “Shareholders List”) of the Company Company, and the Shareholders List, dated December 12March 21, 2015 2014, is a true and correct copy of the list of shareholders of the Company and is also true, correct and accurate as of the date hereofMay 12, 2014; (c) The Shareholder’s List identifies indentifies all holders of common stock of the Company; (d) Except for Seller, each holder of common stock on the Shareholders List purchased his or her shares identified on the Shareholders List directly from the Company as part of an offering registered with the SEC pursuant to a on Registration Statement on Form S-1 (File No. 333-201239) (190431; the “Registration Statement”), declared effective by the SEC on August 24October 7, 2015.2013; (e) Seller delivered a copy of the Prospectus, part of the Registration Statement, to each of the holders of common stock on the Shareholders List (except Seller), prior to each such holder’s purchase of shares of common stock in the offering registered under the Registration Statement; (f) Each of the holders of common stock on the Shareholders List paid and delivered to the Company the full purchase price for his or her shares; (g) Except for Seller, none of the holders of common stock on the Shareholders List has ever been an officer, director or holder of more than 5% of the shares of common stock or voting power of the Company; and (h) Except for Seller, none of the holders of common stock on the Shareholders List has ever, directly or indirectly, controlled, acted in common control with or been controlled by the Company or ever otherwise been an “affiliate” of the Company within the meaning of SEC Rule 405, promulgated pursuant to the Securities Act.

Offering on Form S-1. (a) Seller is the duly appointed President, Secretary, Treasurer and sole Director of the Company, has been duly appointed to and now holds such offices, and no person, other than Seller, has ever been an officer or director of the Company; (b) The shareholders list (the “Shareholders List”) of the Company dated December 12April 21, 2015 2016 is a true and correct copy of the list of shareholders of the Company and is true, correct and accurate as of the date hereof; (c) The Shareholder’s List identifies all holders of common stock of the Company; (d) Except for Seller, each holder of common stock on the Shareholders List purchased his or her shares identified on the Shareholders List directly from the Company as part of an offering registered with the SEC pursuant to a Registration Statement on Form S-1 (File No. 333-201239198567) (the “Registration Statement”), declared effective by the SEC on August 24December 23, 2015.2014; (e) Seller delivered a copy of the Prospectus, part of the Registration Statement, to each of the holders of common stock on the Shareholders List (except Seller), prior to each such holder’s purchase of shares of common stock in the offering registered under the Registration Statement; (f) Each of the holders of common stock on the Shareholders List paid and delivered to the Company the full purchase price for his or her shares; (g) Except for Seller, none of the holders of common stock on the Shareholders List has ever been an officer, director or holder of more than 5% of the shares of common stock or voting power of the Company; and (h) Except for Seller, none of the holders of common stock on the Shareholders List has ever, directly or indirectly, controlled, acted in common control with or been controlled by the Company or ever otherwise been an “affiliate” of the Company within the meaning of SEC Rule 405, promulgated pursuant to the Securities Act.

Offering on Form S-1. (a) Seller is the duly appointed President, Secretary, Treasurer and sole Director of the Company, has been duly appointed to and now holds such offices, and no person, other than Seller, has ever been an officer or director of the Company; (b) The shareholders list (the “Shareholders List”) of the Company dated December 1216, 2015 is a true and correct copy of the list of shareholders of the Company and is true, correct and accurate as of the date hereof; (c) The Shareholder’s List identifies all holders of common stock of the Company; (d) Except for Seller, each holder of common stock on the Shareholders List purchased his or her shares identified on the Shareholders List directly from the Company as part of an offering registered with the SEC pursuant to a Registration Statement on Form S-1 (File No. 333-201239201851) (the “Registration Statement”), declared effective by the SEC on August 24July 6, 2015.; (e) Seller delivered a copy of the Prospectus, part of the Registration Statement, to each of the holders of common stock on the Shareholders List (except Seller), prior to each such holder’s purchase of shares of common stock in the offering registered under the Registration Statement; (f) Each of the holders of common stock on the Shareholders List paid and delivered to the Company the full purchase price for his or her shares; (g) Except for Seller, none of the holders of common stock on the Shareholders List has ever been an officer, director or holder of more than 5% of the shares of common stock or voting power of the Company; and (h) Except for Seller, none of the holders of common stock on the Shareholders List has ever, directly or indirectly, controlled, acted in common control with or been controlled by the Company or ever otherwise been an “affiliate” of the Company within the meaning of SEC Rule 405, promulgated pursuant to the Securities Act.

Offering on Form S-1. (a) Seller is the duly appointed [President, Secretary, Treasurer and sole Director Director] of the Company, has been duly appointed to and now holds such offices, [and no person, other than Seller, has ever been an officer or director of the Company]; (b) The shareholders list (the “"Shareholders List”") of the Company dated December 12November 2, 2015 2016 reflecting a total of 9,850,000 shares issued and outstanding is a true and correct copy of the list of shareholders of the Company and is true, correct and accurate as of the date hereof; (c) The Shareholder’s 's List identifies all holders of common stock of the Company; (d) Except for Seller, each holder of common stock on the Shareholders List purchased his or her shares identified on the Shareholders List directly from the Company as part of an offering registered with the SEC pursuant to a Registration Statement on Form S-1 (File No. 333-201239192387) (the “"Registration Statement”"), declared effective by the SEC on August 24March 17, 2015.; (e) Seller delivered a copy of the Prospectus, part of the Registration Statement, to each of the holders of common stock on the Shareholders List (except Seller), prior to each such holder’s 's purchase of shares of common stock in the offering registered under the Registration Statement; (f) Each of the holders of common stock on the Shareholders List paid and delivered to the Company the full purchase price for his or her shares; (g) Except for Seller, none of the holders of common stock on the Shareholders List has ever been an officer, director or holder of more than 5% of the shares of common stock or voting power of the Company; and (h) Except for Seller, none of the holders of common stock on the Shareholders List has ever, directly or indirectly, controlled, acted in common control with or been controlled by the Company or ever otherwise been an “"affiliate” " of the Company within the meaning of SEC Rule 405, promulgated pursuant to the Securities Act.