Common use of Reporting Issuer Status and Securities Laws Matters Clause in Contracts

Reporting Issuer Status and Securities Laws Matters. The Company is a “reporting issuer” within the meaning of Canadian Securities Laws in each of the provinces of Canada other than Québec, and not on the list of reporting issuers in default under applicable Canadian Securities Laws, and no securities commission or similar Authority has issued any order preventing or suspending trading of any securities of the Company, and Company is not in default of any material provision of applicable Canadian Securities Laws. The Company Shares are listed on the TSX and are not listed or quoted on any other market and trading in the Company Shares is not currently halted or suspended on the TSX. No delisting, suspension of trading or cease trading order with respect to any securities of the Company is pending or, to the knowledge of the Company, threatened. To the knowledge of the Company, no inquiry, review or investigation (formal or informal) of the Company by any securities commission or similar Authority under applicable Canadian Securities Laws or the TSX is in effect or ongoing or expected to be implemented or undertaken. The documents and information comprising the Company Public Documents, as at the respective dates they were filed, were in compliance in all material respects with applicable Canadian Securities Laws and, where applicable, the rules and policies of the TSX and did not contain any misrepresentation (as defined under Canadian Securities Laws). The Company is up-to-date in all forms, reports, statements and documents, including financial statements and management’s discussion and analysis, required to be filed by the Company under applicable Canadian Securities Laws and the rules and policies of the TSX. The Company has not filed any confidential material change report that at the date hereof remains confidential.

Reporting Issuer Status and Securities Laws Matters. The Company is a “reporting issuer” within the meaning of applicable Canadian Securities Laws in each of the provinces of Canada other than Québec, and not on the list of reporting issuers in default under applicable Canadian Securities Laws, and no securities commission or similar Authority regulatory authority has issued any order preventing or suspending trading of any securities of the Company, and the Company is not in default of any compliance in all material provision of respects with applicable Canadian Securities Laws. The Company Trading in the Common Shares are listed on the TSX and are not listed or quoted on any other market and trading in the Company Shares is not currently halted or suspended on the TSXsuspended. No delisting, suspension of trading or cease trading order with respect to any securities of the Company is pending or, to the knowledge of the Company, threatened. To the knowledge of the Company, no inquiry, review or investigation (formal or informal) of the Company by any securities commission or similar Authority regulatory authority under applicable Canadian Securities Laws or the TSX is in effect or ongoing or expected to be implemented or undertaken. Except as set forth above in this Section 3.1(g), neither the Company nor any Company Entity is subject to continuous disclosure or other public reporting requirements under any securities Laws. The documents and information comprising the Company Public DocumentsDisclosure Record, as at the respective dates they were filed, were in compliance in all material respects with applicable Canadian Securities Laws and, where applicable, the rules and policies of the TSX and did not contain any misrepresentation (as defined untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under Canadian Securities Laws)which they were made, not misleading. The Company is up-to-date in has timely filed all forms, reports, statements and documents, including financial statements and management’s discussion and analysis, required to be filed by the Company under applicable Canadian Securities Laws and the rules and policies of the TSX. The Company has not filed any confidential material change report that at the date hereof remains confidential.

Reporting Issuer Status and Securities Laws Matters. The Company Offeror is a “reporting issuer” within the meaning of Canadian Securities Laws in each of the provinces of Canada other than Québec, and not on the list of reporting issuers in default under applicable Canadian Securities Laws, and no securities commission or similar Authority has issued any order preventing or suspending trading of any securities of the CompanyOfferor, and Company the Offeror is not in default of any material provision of applicable Canadian Securities Laws. The Company Offeror Shares are listed on the TSX and quoted on the OTC QX and are not listed or quoted on any other market and trading in the Company Offeror Shares is not currently halted or suspended on the TSXTSX or the OTC QX. No delisting, suspension of trading or cease trading order with respect to any securities of the Company Offeror is pending or, to the knowledge of the CompanyOfferor, threatened. To the knowledge of the CompanyOfferor, no inquiry, review or investigation (formal or informal) of the Company Offeror by any securities commission or similar Authority under applicable Canadian Securities Laws or the TSX is in effect or ongoing or expected to be implemented or undertaken. The documents and information comprising the Company Offeror Public Documents, as at the respective dates they were filed, were in compliance in all material respects with applicable Canadian Securities Laws and, where applicable, the rules and policies of the TSX and did not contain any misrepresentation (as defined under Canadian Securities Laws). The Company Offeror is up-up- to-date in all forms, reports, statements and documents, including financial statements and management’s discussion and analysis, required to be filed by the Company Offeror under applicable Canadian Securities Laws and the rules and policies of the TSX. The Company Offeror has not filed any confidential material change report that at the date hereof remains confidential.

Reporting Issuer Status and Securities Laws Matters. The Company Zazu is a “"reporting issuer” " within the meaning of Canadian applicable Securities Laws in each of the all provinces of Canada other than except Québec, and . Zazu is not on the list of reporting issuers in default under applicable Canadian Securities Laws, and no securities commission or similar Authority regulatory authority has issued any order preventing or suspending trading of any securities of the CompanyZazu, and Company Zazu is not in default of any material provision of applicable Canadian Securities Laws. The Company Trading in the Zazu Shares are listed on the TSX and are not listed or quoted on any other market and trading in the Company Shares TSXV is not currently halted or suspended on the TSXsuspended. No delisting, suspension of trading or cease trading order with respect to any securities of the Company Zazu is pending or, to the knowledge of the CompanyZazu, threatened. To the knowledge of the Company, no No inquiry, review or investigation (formal or informal) of the Company Zazu by any securities commission or similar Authority regulatory authority under applicable Canadian Securities Laws Laws, or to the TSX TSXV is in effect or ongoing or expected to be implemented or undertaken. Except as set forth above in this Section 8, Zazu is not subject to continuous disclosure or other public reporting requirements under any Securities Laws or any other securities Laws. The documents and information comprising the Company Public DocumentsZazu Disclosure Record, as at the respective dates they were filed, were in compliance in all material respects with applicable Canadian Securities Laws and, where applicable, the rules and policies of the TSX TSXV and were true, correct and complete in all material respects and did not contain any misrepresentation (as defined under Canadian Securities Laws)misrepresentation. The Company Zazu is up-to-date in all forms, reports, statements and documents, including financial statements and management’s 's discussion and analysis, required to be filed by the Company Zazu under applicable Canadian Securities Laws and the rules and policies of the TSXTSXV. The Company Zazu has not filed any confidential material change report that at the date hereof remains confidential.