Common use of Reporting Status; Listing Clause in Contracts

Reporting Status; Listing. SUNO is required to file current reports with the Securities and Exchange Commission pursuant to section 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and SUNO’s Common Shares are quoted on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board System (the “OTC Bulletin Board”). SUNO has filed all reports required to be filed by it under the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO was required by law to file such material) (the foregoing materials being collectively referred to herein as the “SEC Documents”) and is current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act and the rules and regulations of the Commission promulgated thereunder, and none of the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO is a party or to which the property or assets of SUNO are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required under the Exchange Act. The financial statements of SUNO included in the SEC Documents comply in all material respects with applicable accounting requirements and the rules and regulations of the Commission with respect thereto as in effect at the time of filing, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto, or, in the case of unaudited statements, as permitted by Form 10-Q of the Commission), and fairly present in all material respects (subject in the case of unaudited statements, to normal, recurring audit adjustments) the financial position of SUNO as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO is not aware of any facts which would make SUNO’s Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — Capitalization

Reporting Status; Listing. SUNO is The Borrower shall, within one hundred eighty (180) days from the Closing Date (the “Reporting Date”), provide to Lender a complete set of audited financial statements of the Borrower and all of its Subsidiaries, in a form and content as required by the SEC for fully reporting companies. In addition, by the Reporting Date, the Borrower shall have become a full reporting company required to file current periodic reports with the Securities SEC under the Exchange Act, and Exchange Commission pursuant to section 15(d) have its Common Stock registered with the SEC under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) , and SUNO’s provide to Lender evidence acceptable to the Lender of compliance with each of the foregoing requirements. In addition, immediately after the Reporting Date, the Borrower shall obtain approval for the listing and quotation of the Common Shares are quoted Stock on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board System (the “OTC Bulletin Board”), or another Principal Trading Market more senior and established than the OTC Pink Sheets and approved by Lender, and to have such Common Stock trading in such Principal Trading Market. SUNO In that regard, the Borrower shall file all required applications, reports, statements and all other documents, and pay all required fees and costs, necessary or required in order for the Borrower to accomplish the foregoing requirements. Once the Borrower becomes a fully reporting company with the SEC, then so long as Lender owns, legally or beneficially, or has filed the right to receive, any shares of Common Stock, the Borrower shall: (i) file in a timely manner all reports required to be filed by it under the Exchange Securities Act, including pursuant to Section 13(a) or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO was required by law to file such material) (the foregoing materials being collectively referred to herein as the “SEC Documents”) and is current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act or any securities laws and regulations thereof applicable to the Borrower of any state of the United States or any foreign jurisdiction, or by the rules and regulations of the Commission promulgated thereunderPrincipal Trading Market, and none of and, to provide a copy thereof to the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact Lender promptly after such filing; (ii) not terminate its status as an issuer required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO is a party or to which the property or assets of SUNO are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required file reports under the Exchange Act. The financial statements of SUNO included in Act even if the SEC Documents comply in all material respects with applicable accounting requirements Exchange Act or the rules and regulations thereunder would otherwise permit such termination; (iii) if required by the rules and regulations of the Commission Principal Trading Market, promptly secure the listing of the Advisory Fee Shares or any other shares of Common Stock issuable to Lender under any of the Loan Documents upon the Principal Trading Market (subject to official notice of issuance) and, take all reasonable action under its control to maintain the continued listing, quotation and trading of its Common Stock (including, without limitation, the Advisory Fee Shares or any other shares of Common Stock issuable to Lender under any of the Loan Documents) on the Principal Trading Market, and the Borrower shall comply in all respects with respect thereto as in effect at the time Borrower’s reporting, filing and other obligations under the bylaws or rules of filingthe Principal Trading Market, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes theretoFinancial Industry Regulatory Authority, or, in the case of unaudited statementsInc. and such other Governmental Authorities, as permitted by Form 10-Q applicable. The Borrower shall promptly provide to Lender copies of any notices it receives from the Commission), and fairly present in all material respects (subject in the case of unaudited statementsSEC or any Principal Trading Market, to normal, recurring audit adjustments) the financial position of SUNO as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO is not aware of extent any facts which would make SUNO’s Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — Capitalizationsuch notices could in any way have or be reasonably expected to have a Material Adverse Effect.

Reporting Status; Listing. SUNO SRLT is required to file current reports with the Securities and Exchange Commission pursuant to section 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and SUNOSRLT’s Common Shares are quoted on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board System (the “OTC Bulletin Board”). SUNO SRLT has filed all reports required to be filed by it under the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO SRLT was required by law to file such material) (the foregoing materials being collectively referred to herein as the “SEC Documents”) and is current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act and the rules and regulations of the Commission promulgated thereunder, and none of the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO SRLT is a party or to which the property or assets of SUNO SRLT are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required under the Exchange Act. The financial statements of SUNO SRLT included in the SEC Documents comply in all material respects with applicable accounting requirements and the rules and regulations of the Commission with respect thereto as in effect at the time of filing, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto, or, in the case of unaudited statements, as permitted by Form 10-Q of the Commission), and fairly present in all material respects (subject in the case of unaudited statements, to normal, recurring audit adjustments) the financial position of SUNO SRLT as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO SRLT is not aware of any facts which would make SUNOSRLT’s Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — SRLT - Capitalization

Reporting Status; Listing. SUNO GADV is required to file current reports with the Securities and Exchange Commission pursuant to section 15(d) of the Securities Exchange Act of 1934, as amended (the “"Exchange Act”") and SUNO’s GADV Common Shares are quoted on the National Association of Securities Dealers, Inc.’s 's Over-the-Counter Bulletin Board System (the “"OTC Bulletin Board”"). SUNO GADV has filed all reports required to be filed by it under the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO GADV was required by law to file such material) (the foregoing materials being collectively referred to herein as the “"SEC Documents”") and is current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “"Securities Act”") and the Exchange Act and the rules and regulations of the Commission promulgated thereunder, and none of the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO GADV is a party or to which the property or assets of SUNO GADV are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required under the Exchange Act. The financial statements of SUNO GADV included in the SEC Documents comply in all material respects with applicable accounting requirements and the rules and regulations of the Commission with respect thereto as in effect at the time of filing, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto, or, in the case of unaudited statements, as permitted by Form 10-Q QSB of the Commission), and fairly present in all material respects (subject in the case of unaudited statements, to normal, recurring audit adjustments) the financial position of SUNO GADV as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO GADV is not aware of any facts which would make SUNO’s GADV Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — GADV - Capitalization

Reporting Status; Listing. SUNO CDVV is required to file current reports with the Securities and Exchange Commission pursuant to section 15(d12(g) of the Securities Exchange Act of 1934, as amended (the “"Exchange Act”") and SUNO’s CDVV's Common Shares are quoted on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board 's Pink OTC Quotation System (the “OTC Bulletin Board”"PinkOTC Quotation System"). SUNO CDVV has filed all reports required to be filed by it under the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO CDVV was required by law to file such material) (the foregoing materials being collectively referred to herein as the “"SEC Documents”") and is current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “"Securities Act”") and the Exchange Act and the rules and regulations of the Commission promulgated thereunder, and none of the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO CDVV is a party or to which the property or assets of SUNO CDVV are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required under the Exchange Act. The financial statements of SUNO CDVV included in the SEC Documents comply in all material respects with applicable accounting requirements and the rules and regulations of the Commission with respect thereto as in effect at the time of filing, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto, or, in the case of unaudited statements, as permitted by Form 10-Q of the Commission), and fairly present in all material respects (subject in the case of unaudited statements, to normal, recurring audit adjustments) the financial position of SUNO CDVV as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO CDVV is not aware of any facts which would make SUNO’s CDVV's Common Stock ineligible for quotation on the OTC Bulletin BoardPink OTCQB; SUNO — CapitalizationCDVV - Capitalization (a)

Reporting Status; Listing. SUNO PWGA is required to file current reports with the Securities and Exchange Commission pursuant to section 15(d12(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and SUNOPWGA’s Common Shares are quoted on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board System (the “OTC Bulletin Board”). SUNO PWGA has filed all reports required to be filed by it under the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO PWGA was required by law to file such material) (the foregoing materials being collectively referred to herein as the “SEC Documents”) and is current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act and the rules and regulations of the Commission promulgated thereunder, and none of the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO PWGA is a party or to which the property or assets of SUNO PWGA are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required under the Exchange Act. The financial statements of SUNO PWGA included in the SEC Documents comply in all material respects with applicable accounting requirements and the rules and regulations of the Commission with respect thereto as in effect at the time of filing, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto, or, in the case of unaudited statements, as permitted by Form 10-Q of the Commission), and fairly present in all material respects (subject in the case of unaudited statements, to normal, recurring audit adjustments) the financial position of SUNO PWGA as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO PWGA is not aware of any facts which would make SUNOPWGA’s Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — PWGA - Capitalization

Reporting Status; Listing. SUNO is The Borrower shall, within one hundred twenty (120) days from the Closing Date (the “Reporting Date”), provide to Lender a complete set of audited financial statements of the Borrower and all of its Subsidiaries, in a form and content as required by the SEC for fully reporting companies. In addition, by the Reporting Date, the Borrower shall have become a full reporting company required to file current periodic reports with the Securities SEC under the Exchange Act, and Exchange Commission pursuant to section 15(d) have its Common Stock registered with the SEC under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) , and SUNO’s provide to Lender evidence acceptable to the Lender of compliance with each of the foregoing requirements. In addition, immediately after the Reporting Date, the Borrower shall obtain approval for the listing and quotation of the Common Shares are quoted Stock on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board System (the “OTC Bulletin Board”), or another Principal Trading Market more senior and established than the OTC Pink Sheets and approved by Lender, and to have such Common Stock trading in such Principal Trading Market. SUNO In that regard, the Borrower shall file all required applications, reports, statements and all other documents, and pay all required fees and costs, necessary or required in order for the Borrower to accomplish the foregoing requirements. Once the Borrower becomes a fully reporting company with the SEC, then so long as Lender owns, legally or beneficially, or has filed the right to receive, any shares of Common Stock, the Borrower shall: (i) file in a timely manner all reports required to be filed by it under the Exchange Securities Act, including pursuant to Section 13(a) or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO was required by law to file such material) (the foregoing materials being collectively referred to herein as the “SEC Documents”) and is current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act or any securities laws and regulations thereof applicable to the Borrower of any state of the United States or any foreign jurisdiction, or by the rules and regulations of the Commission promulgated thereunderPrincipal Trading Market, and none of and, to provide a copy thereof to the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact Lender promptly after such filing; (ii) not terminate its status as an issuer required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO is a party or to which the property or assets of SUNO are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required file reports under the Exchange Act. The financial statements of SUNO included in Act even if the SEC Documents comply in all material respects with applicable accounting requirements Exchange Act or the rules and regulations thereunder would otherwise permit such termination; (iii) if required by the rules and regulations of the Commission Principal Trading Market, promptly secure the listing of the Advisory Fee Shares or any other shares of Common Stock issuable to Lender under any of the Loan Documents upon the Principal Trading Market (subject to official notice of issuance) and, take all reasonable action under its control to maintain the continued listing, quotation and trading of its Common Stock (including, without limitation, the Advisory Fee Shares or any other shares of Common Stock issuable to Lender under any of the Loan Documents) on the Principal Trading Market, and the Borrower shall comply in all respects with respect thereto as in effect at the time Borrower’s reporting, filing and other obligations under the bylaws or rules of filingthe Principal Trading Market, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes theretoFinancial Industry Regulatory Authority, or, in the case of unaudited statementsInc. and such other Governmental Authorities, as permitted by Form 10-Q applicable. The Borrower shall promptly provide to Lender copies of any notices it receives from the Commission), and fairly present in all material respects (subject in the case of unaudited statementsSEC or any Principal Trading Market, to normal, recurring audit adjustments) the financial position of SUNO as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO is not aware of extent any facts which would make SUNO’s Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — Capitalizationsuch notices could in any way have or be reasonably expected to have a Material Adverse Effect.

Reporting Status; Listing. SUNO Wedge Net is required to file current -------------------------- reports with the Securities and Exchange Commission ("SEC") pursuant to section 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) , and SUNO’s Common the Exchange Shares are quoted on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board System (the “OTC Bulletin Board”). SUNO has filed all NASD "BULLETIN BOARD." All reports required to be filed by it under Wedge Net with the SEC or NASD have been timely filed. Prior registration statements and proxy statements of Wedge Net filed on or before the Closing, comply with or will when filed comply with the requirements of the Securities Act and the Exchange ActAct and the rules and regulations of the SEC promulgated thereunder, including pursuant and no notices have been received that any prior registration statements or proxy statements of Wedge Net filed at any time fail to Section 13(a) comply with the requirements of the Securities Act or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO was required by law to file such material) (the foregoing materials being collectively referred to herein as the “SEC Documents”) and is current with respect to its Exchange Act filing requirements. As or the rules and regulations of their respective dates, the SEC Documents thereunder. All documents filed by Wedge Net with the SEC on or before Closing, and all documents incorporated by reference therein, as amended or supplemented, complied or will comply as to form in all material respects with the requirements of the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act Act, as applicable, and the rules and regulations of the Commission promulgated SEC thereunder, and none of no notices have been received that any documents filed by Wedge Net with the SEC Documentsat any time, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statement including all documents incorporated by reference therein, in light of the circumstances under which they were madeas amended or supplemented, not misleading. All material agreements failed to which SUNO is a party or comply as to which the property or assets of SUNO are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required under the Exchange Act. The financial statements of SUNO included in the SEC Documents comply form in all material respects with applicable accounting the requirements of the Securities Act and the Exchange Act, as applicable, and the rules and regulations of the Commission SEC thereunder. To the best of Wedge Net's and Xxxxxxx'x knowledge and belief, all prior registration statements, proxy statements, reports and other documents filed by Wedge Net with respect thereto as the SEC were true, accurate and complete in effect all material respects, and neither Wedge Net nor Xxxxxxx has received notice of any facts that if known at the time of filingsuch registration statement, were prepared in accordance proxy statement, report or other document was filed with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes theretoSEC, or, in the case of unaudited statements, as permitted by Form 10-Q of the Commission), and fairly present in all material respects (subject in the case of unaudited statements, to normal, recurring audit adjustments) the financial position of SUNO as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO is not aware of any facts which would make SUNO’s Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — Capitalizationsuch document untrue or misleading.

Reporting Status; Listing. SUNO LGSE is required to file current reports with the Securities and Exchange Commission pursuant to section 15(d12(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and SUNOLGSE’s Common Shares are quoted on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board System (the “OTC Bulletin Board”). SUNO LGSE has filed all reports required to be filed by it under the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO LGSE was required by law to file such material) (the foregoing materials being collectively referred to herein as the “SEC Documents”) and is current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act and the rules and regulations of the Commission promulgated thereunder, and none of the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO LGSE is a party or to which the property or assets of SUNO LGSE are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required under the Exchange Act. The financial statements of SUNO LGSE included in the SEC Documents comply in all material respects with applicable accounting requirements and the rules and regulations of the Commission with respect thereto as in effect at the time of filing, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto, or, in the case of unaudited statements, as permitted by Form 10-Q QSB of the Commission), and fairly present in all material respects (subject in the case of unaudited statements, to normal, recurring audit adjustments) the financial position of SUNO LGSE as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO LGSE is not aware of any facts which would make SUNOLGSE’s Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — LGSE - Capitalization

Reporting Status; Listing. SUNO EMLL is required to file current reports with the Securities and Exchange Commission pursuant to section 15(d12(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and SUNOEMLL’s Common Shares are quoted on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board System (the “OTC Bulletin Board”). SUNO EMLL has filed all reports required to be filed by it under the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO EMLL was required by law to file such material) (the foregoing materials being collectively referred to herein as the “SEC Documents”) and is current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act and the rules and regulations of the Commission promulgated thereunder, and none of the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO EMLL is a party or to which the property or assets of SUNO EMLL are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required under the Exchange Act. The financial statements of SUNO EMLL included in the SEC Documents comply in all material respects with applicable accounting requirements and the rules and regulations of the Commission with respect thereto as in effect at the time of filing, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto, or, in the case of unaudited statements, as permitted by Form 10-Q of the Commission), and fairly present in all material respects (subject in the case of unaudited statements, to normal, recurring audit adjustments) the financial position of SUNO EMLL as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO EMLL is not aware of any facts which would make SUNOEMLL’s Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — EMLL - Capitalization

Reporting Status; Listing. SUNO ISDERA is required to file current reports with the Securities and Exchange Commission pursuant to section 15(d12(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and SUNOISDERA’s Common Shares are quoted on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board System (the “OTC Bulletin Board”). SUNO ISDERA has filed all reports required to be filed by it under the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO ISDERA was required by law to file such material) (the foregoing materials being collectively referred to herein as the “SEC Documents”) and is current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act and the rules and regulations of the Commission promulgated thereunder, and none of the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO ISDERA is a party or to which the property or assets of SUNO ISDERA are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required under the Exchange Act. The financial statements of SUNO ISDERA included in the SEC Documents comply in all material respects with applicable accounting requirements and the rules and regulations of the Commission with respect thereto as in effect at the time of filing, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto, or, in the case of unaudited statements, as permitted by Form 10-Q QSB of the Commission), and fairly present in all material respects (subject in the case of unaudited statements, to normal, recurring audit adjustments) the financial position of SUNO ISDERA as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO ISDERA is not aware of any facts which would make SUNOISDERA’s Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — ISDERA - Capitalization

Reporting Status; Listing. SUNO MXMO is required to file current reports with the Securities and Exchange Commission pursuant to section 15(d) of the Securities Exchange Act of 1934, as amended 1934 (the “"Exchange Act”) and SUNO’s "), MXMO Common Shares are quoted on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board System (the “OTC NASD "Bulletin Board”)". SUNO MXMO has filed all reports required to be filed by it under the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the five three years preceding the date hereof (or such shorter period as the SUNO MXMO was required by law to file such material) (the foregoing materials being collectively referred to herein as the “"SEC Documents”") and and, while not having filed all such SEC Documents prior to the expiration of any extension(s), is nevertheless current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act and the rules and regulations of the Commission promulgated thereunder, and none of the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO MXMO is a party or to which the property or assets of SUNO MXMO are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required under the Exchange Act. The financial statements of SUNO MXMO included in the SEC Documents comply in all material respects with applicable accounting requirements requirement and the rules and regulations of the Commission with respect thereto as in effect at the time of filing, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto, or, in the case of unaudited statements, statements as permitted by Form 10-Q of the Commission), and fairly present in all material respects (subject in the case of unaudited statements, to normal, recurring audit adjustments) the financial position of SUNO MXMO as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO MXMO's Common Stock is listed on the OTC Bulletin Board, and MXMO is not aware of any facts which would make SUNO’s MXMO's Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — MXMO - Capitalization

Reporting Status; Listing. SUNO BEST CARE is required to file current reports with the Securities and Exchange Commission pursuant to section 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and SUNOBEST CARE’s Common Shares are quoted on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board System (the “OTC Bulletin Board”). SUNO BEST CARE has filed all reports required to be filed by it under the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO BEST CARE was required by law to file such material) (the foregoing materials being collectively referred to herein as the “SEC Documents”) and is current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act and the rules and regulations of the Commission promulgated thereunder, and none of the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO BEST CARE is a party or to which the property or assets of SUNO BEST CARE are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required under the Exchange Act. The financial statements of SUNO BEST CARE included in the SEC Documents comply in all material respects with applicable accounting requirements and the rules and regulations of the Commission with respect thereto as in effect at the time of filing, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto, or, in the case of unaudited statements, as permitted by Form 10-Q QSB of the Commission), and fairly present in all material respects (subject in the case of unaudited statements, to normal, recurring audit adjustments) the financial position of SUNO BEST CARE as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO BEST CARE is not aware of any facts which would make SUNOBEST CARE’s Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — BEST CARE - Capitalization

Reporting Status; Listing. SUNO is The Issuing Borrower shall, within ninety (90) days from the Closing Date (the “Reporting Date”), provide to Lender a complete set of audited financial statements of the Borrower and all of its Subsidiaries, if any, in a form and content as required by the SEC for fully reporting companies. In addition, by the Reporting Date, the Borrower shall have become a full reporting company required to file current periodic reports with the Securities SEC under the Exchange Act, and Exchange Commission pursuant to section 15(d) have its Common Stock registered with the SEC under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) , and SUNO’s provide to Lender evidence acceptable to the Lender of compliance with each of the foregoing requirements. In addition, immediately after the Reporting Date, the Borrower shall obtain approval for the listing and quotation of the Common Shares are quoted Stock on the National Association of Securities Dealers, Inc.’s Over-the-Counter Bulletin Board System (the “OTC Bulletin Board”), or another Principal Trading Market more senior and established than the OTC Pink Sheets and approved by Lender, and to have such Common Stock trading in such Principal Trading Market. SUNO In that regard, the Borrower shall file all required applications, reports, statements and all other documents, and pay all required fees and costs, necessary or required in order for the Borrower to accomplish the foregoing requirements. Once the Borrower becomes a fully reporting company with the SEC, then so long as Lender owns, legally or beneficially, or has filed the right to receive, any shares of Common Stock, the Borrower shall: (i) file in a timely manner all reports required to be filed by it under the Exchange Securities Act, including pursuant to Section 13(a) or 15(d) thereof, for the five years preceding the date hereof (or such shorter period as the SUNO was required by law to file such material) (the foregoing materials being collectively referred to herein as the “SEC Documents”) and is current with respect to its Exchange Act filing requirements. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act or any securities laws and regulations thereof applicable to the Borrower of any state of the United States or any foreign jurisdiction, or by the rules and regulations of the Commission promulgated thereunderPrincipal Trading Market, and none of and, to provide a copy thereof to the SEC Documents, when filed, contained any untrue statement of a material fact or omitted to state a material fact Lender promptly after such filing; (ii) not terminate its status as an issuer required to be stated therein or necessary in order to make the statement therein, in light of the circumstances under which they were made, not misleading. All material agreements to which SUNO is a party or to which the property or assets of SUNO are subject have been appropriately filed as exhibits to the SEC Documents as and to the extent required file reports under the Exchange Act. The financial statements of SUNO included in Act even if the SEC Documents comply in all material respects with applicable accounting requirements Exchange Act or the rules and regulations thereunder would otherwise permit such termination; (iii) if required by the rules and regulations of the Commission Principal Trading Market, promptly secure the listing of the Advisory Fee Shares or any other shares of Common Stock issuable to Lender under any of the Loan Documents upon the Principal Trading Market (subject to official notice of issuance) and, take all reasonable action under its control to maintain the continued listing, quotation and trading of its Common Stock (including, without limitation, the Advisory Fee Shares or any other shares of Common Stock issuable to Lender under any of the Loan Documents) on the Principal Trading Market, and the Borrower shall comply in all respects with respect thereto as in effect at the time Borrower’s reporting, filing and other obligations under the bylaws or rules of filingthe Principal Trading Market, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes theretoFinancial Industry Regulatory Authority, or, in the case of unaudited statementsInc. and such other Governmental Authorities, as permitted by Form 10-Q applicable. The Borrower shall promptly provide to Lender copies of any notices it receives from the Commission), and fairly present in all material respects (subject in the case of unaudited statementsSEC or any Principal Trading Market, to normal, recurring audit adjustments) the financial position of SUNO as at the dates thereof and the results of its operations and cash flows for the periods then ended. SUNO is not aware of extent any facts which would make SUNO’s Common Stock ineligible for quotation on the OTC Bulletin Board; SUNO — Capitalizationsuch notices could in any way have or be reasonably expected to have a Material Adverse Effect.