Common use of Transactions Affecting Disclosure to Finra Clause in Contracts

Transactions Affecting Disclosure to Finra. 2.18.1. To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by each of the Respondents and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the Respondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and incorrect. 2.18.2. Except as described in the Registration Statement, the Statutory Prospectus, and the Prospectus, neither the Company, nor to its knowledge, any Respondent, entered into any agreements, arrangements or understandings which would give rise to any claims or payments of a finder’s, consulting, or origination fee by the Company or any Respondent with respect to the sale of the Public Securities hereunder or any other arrangements, agreements, or understandings of the Company or, to the Company’s knowledge, any Respondent that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, and the Prospectus, the Company has not made any direct or indirect payments (in cash, securities, or otherwise) to: (i) any person, as a finder’s fee, consulting fee, or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any FINRA member; or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA member, within the 180-day period prior to the initial filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45 2.18.4. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent is a member of FINRA or a person associated or affiliated with a member of FINRA. 2.18.5. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent is an owner of stock or other securities of any member of FINRA (other than securities purchased in the open market). 2.18.6. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent has made a subordinated loan to any member of FINRA. 2.18.7. No proceeds from the sale of the Public Securities, Representative’s Shares or Private Warrants (excluding underwriting compensation) will be paid to any FINRA member, or any persons associated or affiliated with a member of FINRA, except as specifically authorized herein. 2.18.8. The Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, and the Prospectus. 2.18.9. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRA. 2.18.10. To the Company’s knowledge, no FINRA member intending to participate in the Offering has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. Except with respect to the Representative in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA member, any person associated with a member (as defined by FINRA rules), any potential underwriters in the Offering and/or any related persons.

Transactions Affecting Disclosure to Finra. 2.18.1. To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by each of the Respondents and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the Respondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and incorrect. 2.18.2. Except as described in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, neither the Companythere are no claims, nor to its knowledgepayments, any Respondentarrangements, entered into any agreements, arrangements agreements or understandings which would give rise relating to any claims or payments the payment of a finder’s, consulting, consulting or origination fee by the Company or any Respondent Company Affiliate with respect to the sale of the Public Securities hereunder hereunder, the sale of the Private Securities or the Founder Shares or any other arrangements, agreements, agreements or understandings of the Company or, to the Company’s knowledge, any Respondent Insider that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, the Company has not made any direct or indirect payments (in cash, securities, securities or otherwise) to: (i) any person, as a finder’s fee, consulting fee, fee or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any “participating member,” as defined in FINRA memberRule 5110, with respect to the Offering (“Participating Member”); or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA memberParticipating Member, within the 180-day period prior to the initial filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45. 2.18.4. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent officer or director or any direct or indirect beneficial owner of 5% or greater of any class of the Company’s securities, including the Insiders and holders of securities to be purchased in the Private Placement (whether debt or equity, registered or unregistered, regardless of the time acquired or the source from which derived) (any such individual or entity, a “Company Affiliate”) is a member of FINRA Participating Member, or a person associated or affiliated with a member of FINRAParticipating Member. 2.18.5. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate is an owner of stock or other securities of any member of FINRA a Participating Member (other than securities purchased in on the open market). 2.18.6. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate has made a subordinated loan to any member of FINRAParticipating Member. 2.18.7. No proceeds from the sale of the Public Securities, Representative’s Shares Securities or Private Warrants Securities (excluding underwriting compensation) will be paid to any FINRA memberParticipating Member, or any persons associated or affiliated with a member of FINRAParticipating Member, except as specifically authorized herein. 2.18.8. The Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter Participating Member within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus. 2.18.9. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRAParticipating Member. 2.18.10. To the Company’s knowledge, no FINRA member intending to participate except as described in the Offering Registration Statement, the Statutory Prospectus and the Prospectus, no Participating Member has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. Except with respect to the Representative in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA memberParticipating Member, any person associated with a member (as defined by FINRA rules)Participating Member, any potential underwriters in the Offering and/or any related persons.

Transactions Affecting Disclosure to Finra. 2.18.1. To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by each of the Respondents Company’s officers, directors, Insiders and Xxxx Designees and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the Respondentsrespondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and incorrect. 2.18.2. Except as described in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, neither the Companythere are no claims, nor to its knowledgepayments, any Respondentarrangements, entered into any agreements, arrangements agreements or understandings which would give rise relating to any claims or payments the payment of a finder’s, consulting, consulting or origination fee by the Company or any Respondent Company Affiliate with respect to the sale of the Public Securities hereunder or any other arrangements, agreements, agreements or understandings of the Company or, to the Company’s knowledge, any Respondent Insider that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, the Company has not made any direct or indirect payments (in cash, securities, securities or otherwise) to: (i) any person, as a finder’s fee, consulting fee, fee or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any FINRA member; or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA member, within the 180-day period prior to the initial filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45. 2.18.4. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent officer or director or any direct or indirect beneficial owner of any class of the Company’s securities, including the Insiders and holders of securities to be purchased in the Private Placement (whether debt or equity, registered or unregistered, regardless of the time acquired or the source from which derived) (any such individual or entity, a “Company Affiliate”) is a member of FINRA FINRA, or a person associated or affiliated with a member of FINRA. 2.18.5. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate is an owner of stock or other securities of any member of FINRA (other than securities purchased in on the open market). 2.18.6. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate has made a subordinated loan to any member of FINRA. 2.18.7. No proceeds from the sale of the Public Securities, Representative’s Shares Securities or Private Warrants Securities (excluding underwriting compensation) will be paid to any FINRA member, or any persons associated or affiliated with a member of FINRA, except as specifically authorized herein. 2.18.8. The Other than the Founder Shares issued to the Xxxx Designees, the Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus. 2.18.9. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRA. 2.18.10. To the Company’s knowledge, no FINRA member intending to participate in the Offering has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. Except with respect to the Representative in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA member, any person associated with a member (as defined by FINRA rules), any potential underwriters in the Offering and/or any related persons.

Transactions Affecting Disclosure to Finra. 2.18.1. To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by each of the Respondents and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the Respondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become materially inaccurate and incorrect. 2.18.2. Except as described in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, neither the Companythere are no claims, nor to its knowledgepayments, any Respondentarrangements, entered into any agreements, arrangements agreements or understandings which would give rise relating to any claims or payments the payment of a finder’s, consulting, consulting or origination fee by the Company or any Respondent Company Affiliate with respect to the sale of the Public Securities hereunder hereunder, the sale of the Private Securities or the Founder Shares or any other arrangements, agreements, agreements or understandings of the Company or, to the Company’s knowledge, any Respondent Insider that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, the Company has not made any direct or indirect payments (in cash, securities, securities or otherwise) to: (i) any person, as a finder’s fee, consulting fee, fee or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any “participating member,” as defined in FINRA memberRule 5110, with respect to the Offering (“Participating Member”); or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA memberParticipating Member, within the 180-day period prior to the initial confidential filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45. 2.18.4. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent officer or director or any direct or indirect beneficial owner of 10% or greater of any class of the Company’s securities, including the Insiders and holders of securities to be purchased in the Private Placement (whether debt or equity, registered or unregistered, regardless of the time acquired or the source from which derived) (any such individual or entity, a “Company Affiliate”) is a member of FINRA Participating Member, or a person associated or affiliated with a member of FINRAParticipating Member. 2.18.5. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate is an owner of stock or other securities of any member of FINRA a Participating Member (other than securities purchased in on the open market). 2.18.6. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate has made a subordinated loan to any member of FINRAParticipating Member. 2.18.7. No proceeds from the sale of the Public Securities, Representative’s Shares Securities or Private Warrants Securities (excluding underwriting compensation) will be paid to any FINRA memberParticipating Member, or any persons associated or affiliated with a member of FINRAParticipating Member, except as specifically authorized herein. 2.18.8. The Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter Participating Member within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus. 2.18.9. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRAParticipating Member. 2.18.10. To the Company’s knowledge, no FINRA member intending to participate except as described in the Offering Registration Statement, the Statutory Prospectus and the Prospectus, no Participating Member has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. Except with respect to the Representative in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA memberParticipating Member, any person associated with a member (as defined by FINRA rules)Participating Member, any potential underwriters in the Offering and/or any related persons.

Transactions Affecting Disclosure to Finra. 2.18.1. To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by the Company and each of the Respondents Company’s officers and directors and each 10% beneficial owner of unregistered securities acquired within the past 180 days (collectively, the “FINRA Respondents”) and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the FINRA Respondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and incorrect. 2.18.2. Except as described in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, neither the Companythere are no claims, nor to its knowledgepayments, any Respondentarrangements, entered into any agreements, arrangements agreements or understandings which would give rise relating to any claims or payments the payment of a finder’s, consulting, consulting or origination fee by the Company or any Respondent Company Affiliate with respect to the sale of the Public Securities hereunder or any other arrangements, agreements, agreements or understandings of the Company or, to the Company’s knowledge, any Respondent Insider that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, the Company has not made any direct or indirect payments (in cash, securities, securities or otherwise) to: (i) any person, as a finder’s fee, consulting fee, fee or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any “participating member,” as defined in FINRA memberRule 5110, with respect to the Offering (“Participating Member”); or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA memberParticipating Member, within the 180-day period prior to the initial filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45. 2.18.4. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent FINRA Respondent, including the Insiders and holders of securities to be purchased in the Private Placement (whether debt or equity, registered or unregistered, regardless of the time acquired or the source from which derived) (any such individual or entity, a “Company Affiliate”) is a member of FINRA Participating Member, or a person associated or affiliated with a member of FINRAParticipating Member. 2.18.5. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate is an owner of stock or other securities of any member of FINRA a Participating Member (other than securities purchased in on the open market). 2.18.6. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate has made a subordinated loan to any member Participating Member. Northland Securities, Inc.______, 2021Page 15 of FINRA.45 2.18.7. No proceeds from the sale of the Public Securities, Representative’s Shares Securities or Private Warrants Securities (excluding underwriting compensation) will be paid to any FINRA memberParticipating Member, or any persons associated or affiliated with a member of FINRAParticipating Member, except as specifically authorized herein. 2.18.8. The Other than the Representative’s Shares, the Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter Participating Member within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus. 2.18.9. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRAParticipating Member. 2.18.10. To the Company’s knowledge, no FINRA member intending to participate in the Offering Participating Member has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. Except with respect to the Representative in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA memberParticipating Member, any person associated with a member (as defined by FINRA rules)Participating Member, any potential underwriters in the Offering and/or any related persons.

Transactions Affecting Disclosure to Finra. 2.18.1. To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by each of the Respondents and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the Respondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and incorrect. 2.18.2. Except as described in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, neither the Companythere are no claims, nor to its knowledgepayments, any Respondentarrangements, entered into any agreements, arrangements agreements or understandings which would give rise relating to any claims or payments the payment of a finder’s, consulting, consulting or origination fee by the Company or any Respondent officer or director or any direct or indirect beneficial owner of 5% or greater of any class of the Company’s securities, including the Insiders and holders of securities to be purchased in the Private Placement (whether debt or equity, registered or unregistered, regardless of the time acquired or the source from which derived) (any such individual or entity, a “Company Affiliate”) with respect to the sale of the Public Securities hereunder or any other arrangements, agreements, agreements or understandings of the Company or, to the Company’s knowledge, any Respondent Insider that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, the Company has not made any direct or indirect payments (in cash, securities, securities or otherwise) to: (i) any person, as a finder’s fee, consulting fee, fee or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any FINRA member; or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA member, within the 180-day period prior to the initial filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45. 2.18.4. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate is a member of FINRA FINRA, or a person associated or affiliated with a member of FINRA. 2.18.5. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate is an owner of stock or other securities of any member of FINRA (other than securities purchased in on the open market). 2.18.6. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate has made a subordinated loan to any member of FINRA. 2.18.7. No proceeds from the sale of the Public Securities, Representative’s Shares Securities or Private Warrants (excluding underwriting compensation) will be paid to any FINRA member, or any persons associated or affiliated with a member of FINRA, except as specifically authorized herein. 2.18.8. The Other than the Representative’s Shares, the Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter within the 18090-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus. 2.18.9. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRA. 2.18.10. To the Company’s knowledge, no FINRA member intending to participate in the Offering has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. Except with respect to the Representative in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA member, any person associated with a member (as defined by FINRA rules), any potential underwriters in the Offering and/or any related persons.

Transactions Affecting Disclosure to Finra. 2.18.1. 2.18.1 To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by each of the Respondents respondents and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the Respondentsrespondents, is true and correct in all material respects and the correct. The Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and or incorrect. 2.18.2. 2.18.2 Except as described disclosed in the Registration StatementFINRA Questionnaires, the Statutory Prospectus, and Preliminary Prospectus and/or the Prospectus, neither the Companythere are no claims, nor to its knowledgepayments, any Respondentarrangements, entered into any agreements, arrangements letters of intent, engagement letters or understandings which would give rise relating to any claims or payments the payment of a finder’s, consulting, consulting or origination fee by the Company or any Respondent the Initial Stockholders with respect to the sale of the Public Securities hereunder or any other arrangements, agreements, agreements or understandings of the Company or, to the Company’s knowledge, any Respondent the Initial Stockholders that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, and the Prospectus, the 2.18.3 The Company has not made any direct or indirect payments (in cash, securities, securities or otherwise) to: (i) any person, as a finder’s fee, consulting fee, fee or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any FINRA member; or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA member, within the 180-day period twelve (12) months prior to the initial filing date of Effective Date, other than payments to the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45Representative. 2.18.4. To the Company’s knowledge, except 2.18.4 Except as set forth disclosed in the FINRA Questionnaires, the Preliminary Prospectus and/or the Prospectus, no Respondent officer, director, or beneficial owner of any class of the Company’s securities (whether debt or equity, registered or unregistered, regardless of the time acquired or the source from which derived) (any such individual or entity, a “Company Affiliate”) is a member of FINRA or member, a person associated associated, or affiliated with a member of FINRA. 2.18.5. To the Company’s knowledge, except 2.18.5 Except as set forth disclosed in the FINRA Questionnaires, the Preliminary Prospectus and/or the Prospectus, no Respondent Company Affiliate is an owner of stock or other securities of any member of FINRA (other than securities purchased in on the open market). 2.18.6. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent 2.18.6 No Company Affiliate has made a subordinated loan to any member of FINRA. 2.18.7. 2.18.7 No proceeds from the sale of the Public Securities, Representative’s Shares or Private Warrants Securities (excluding underwriting compensation) or the Placement Securities or Additional Placement Securities will be paid to any FINRA member, or any persons associated or affiliated with a member of FINRA, except as specifically authorized hereinherein and in the Subscription Agreement. 2.18.8. The 2.18.8 Except as disclosed in the FINRA Questionnaires, the Preliminary Prospectus and/or the Prospectus, the Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except Statement. 2.18.9 Except as disclosed in the Registration StatementFINRA Questionnaires, the Statutory Prospectus, and Preliminary Prospectus and/or the Prospectus. 2.18.9. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRA. 2.18.10. To the Company’s knowledge, no 2.18.10 No FINRA member intending to participate in the Offering has a conflict of interest (with the Company as defined in FINRA Rule 5121. For this purpose, a “conflict of interest” means, if at the time of the Member’s participation in the Offering, any of the following applies: (A) the securities are to be issued by FINRA rulesthe Member; (B) the Company controls, is controlled by or is under common control with the Member or the Member’s associated persons; (C) at least 5% of the net offering proceeds, not including underwriting compensation, are intended to be: (i) used to reduce or retire the balance of a loan or credit facility extended by the Member, its affiliates and its associated persons, in the aggregate; or (ii) otherwise directed to the Member, its affiliates and associated persons, in the aggregate; or (D) as a result of the Offering and any transactions contemplated at the time of the Offering: (i) the Member will be an affiliate of the Company; (ii) the Member will become publicly owned; or (iii) the Company will become a Member or form a broker-dealer subsidiary. “Members participating in the Offering” include managing agents, syndicate group members and all dealers which are members of FINRA. 2.18.11. 2.18.11 Except as disclosed in the FINRA Questionnaires, the Preliminary Prospectus and/or the Prospectus or with respect to the Representative in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the CommissionStatement, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA member, any person associated with a member (as defined by FINRA rules), any potential underwriters in the Offering and/or and any related persons.

Transactions Affecting Disclosure to Finra. 2.18.1. 2.18.1 To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by each of the Respondents and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the Respondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and incorrect. 2.18.2. 2.18.2 Except as described in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, neither the Companythere are no claims, nor to its knowledgepayments, any Respondentarrangements, entered into any agreements, arrangements agreements or understandings which would give rise relating to any claims or payments the payment of a finder’s, consulting, consulting or origination fee by the Company or any Respondent with respect to the sale of the Public Securities hereunder or any other arrangements, agreements, agreements or understandings of the Company or, to the Company’s knowledge, any Respondent that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, and the Prospectus, the 2.18.3 The Company has not made any direct or indirect payments (in cash, securities, securities or otherwise) to: (i) any person, as a finder’s fee, consulting fee, fee or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any FINRA member; or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA member, within the 180-day period prior to the initial filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45. 2.18.4. 2.18.4 To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent is a member of FINRA FINRA, or a person associated or affiliated with a member of FINRA. 2.18.5. 2.18.5 To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent is an owner of stock or other securities of any member of FINRA (other than securities purchased in on the open market). 2.18.6. 2.18.6 To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent has made a subordinated loan to any member of FINRA. 2.18.7. 2.18.7 No proceeds from the sale of the Public Securities, Representative’s Shares or Private Warrants Securities (excluding underwriting compensation) or Private Warrants will be paid to any FINRA member, or any persons associated or affiliated with a member of FINRA, except as specifically authorized herein. 2.18.8. 2.18.8 The Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus. 2.18.9. 2.18.9 To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRA. 2.18.10. 2.18.10 To the Company’s knowledge, no FINRA member intending to participate in the Offering has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. 2.18.11 Except with respect to the Representative Underwriters in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA member, any person associated with a member (as defined by FINRA rules), any potential underwriters in the Offering and/or any related persons.

Transactions Affecting Disclosure to Finra. 2.18.1. To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by each of the Respondents and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the Respondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and incorrect. 2.18.2. Except as described in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, neither the Companythere are no claims, nor to its knowledgepayments, any Respondentarrangements, entered into any agreements, arrangements agreements or understandings which would give rise relating to any claims or payments the payment of a finder’s, consulting, consulting or origination fee by the Company or any Respondent Company Affiliate with respect to the sale of the Public Securities hereunder hereunder, the sale of the Private Securities or the Founder Shares or any other arrangements, agreements, agreements or understandings of the Company or, to the Company’s knowledge, any Respondent Insider that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, the Company has not made any direct or indirect payments (in cash, securities, securities or otherwise) to: (i) any person, as a finder’s fee, consulting fee, fee or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any “participating member,” as defined in FINRA memberRule 5110, with respect to the Offering (“Participating Member”); or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA memberParticipating Member, within the 180-180- day period prior to the initial filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45. 2.18.4. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent officer or director or any direct or indirect beneficial owner of 5% or greater of any class of the Company’s securities, including the Insiders and holders of securities to be purchased in the Private Placement (whether debt or equity, registered or unregistered, regardless of the time acquired or the source from which derived) (any such individual or entity, a “Company Affiliate”) is a member of FINRA Participating Member, or a person associated or affiliated with a member of FINRAParticipating Member. 2.18.5. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate is an owner of stock or other securities of any member of FINRA a Participating Member (other than securities purchased in on the open market). 2.18.6. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate has made a subordinated loan to any member of FINRAParticipating Member. 2.18.7. No proceeds from the sale of the Public Securities, Representative’s Shares Securities or Private Warrants Securities (excluding underwriting compensation) will be paid to any FINRA memberParticipating Member, or any persons associated or affiliated with a member of FINRAParticipating Member, except as specifically authorized herein. 2.18.8. The Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter Participating Member within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus. 2.18.9. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRAParticipating Member. 2.18.10. To the Company’s knowledge, no FINRA member intending to participate except as described in the Offering Registration Statement, the Statutory Prospectus and the Prospectus, no Participating Member has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. Except with respect to the Representative in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA memberParticipating Member, any person associated with a member (as defined by FINRA rules)Participating Member, any potential underwriters in the Offering and/or any related persons.

Transactions Affecting Disclosure to Finra. 2.18.1. To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by each of the Respondents and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the Respondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and incorrect.. EarlyBirdCapital, Inc.__________, 2018Page 15 of 45 2.18.2. Except as described in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, neither the Companythere are no claims, nor to its knowledgepayments, any Respondentarrangements, entered into any agreements, arrangements agreements or understandings which would give rise relating to any claims or payments the payment of a finder’s, consulting, consulting or origination fee by the Company or any Respondent Company Affiliate with respect to the sale of the Public Securities hereunder or any other arrangements, agreements, agreements or understandings of the Company or, to the Company’s knowledge, any Respondent Insider that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, the Company has not made any direct or indirect payments (in cash, securities, securities or otherwise) to: (i) any person, as a finder’s fee, consulting fee, fee or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any FINRA member; or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA member, within the 180-day period prior to the initial filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45. 2.18.4. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent officer or director or any direct or indirect beneficial owner of 5% or greater of any class of the Company’s securities, including the Respondents and holders of securities to be purchased in the Private Placement (whether debt or equity, registered or unregistered, regardless of the time acquired or the source from which derived) (any such individual or entity, a “Company Affiliate”) is a member of FINRA FINRA, or a person associated or affiliated with a member of FINRA. 2.18.5. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate is an owner of stock or other securities of any member of FINRA (other than securities purchased in on the open market). 2.18.6. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate has made a subordinated loan to any member of FINRA. 2.18.7. No proceeds from the sale of the Public Securities, Representative’s Shares Securities or Private Warrants Units (excluding underwriting compensation) will be paid to any FINRA member, or any persons associated or affiliated with a member of FINRA, except as specifically authorized herein. 2.18.8. The Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus. 2.18.9. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRA.. EarlyBirdCapital, Inc.__________, 2018Page 16 of 45 2.18.10. To the Company’s knowledge, no FINRA member intending to participate in the Offering has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. Except with respect to the Representative in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA member, any person associated with a member (as defined by FINRA rules), any potential underwriters in the Offering and/or any related persons.

Transactions Affecting Disclosure to Finra. 2.18.1. To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by each of the Respondents and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the Respondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and incorrect. 2.18.2. Except as described in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, neither the Companythere are no claims, nor to its knowledgepayments, any Respondentarrangements, entered into any agreements, arrangements agreements or understandings which would give rise relating to any claims or payments the payment of a finder’s, consulting, consulting or origination fee by the Company or any Respondent with respect to the sale of the Public Securities hereunder or any other arrangements, agreements, agreements or understandings of the Company or, to the Company’s knowledge, any Respondent that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, the Company has not made any direct or indirect payments (in cash, securities, securities or otherwise) to: (i) any person, as a finder’s fee, consulting fee, fee or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any FINRA member; or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA member, within the 180-day period prior to the initial filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc.Inc. __________, 2020Page 14 2018 Page 15 of 4542 2.18.4. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent is a member of FINRA FINRA, or a person associated or affiliated with a member of FINRA. 2.18.5. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent is an owner of stock or other securities of any member of FINRA (other than securities purchased in on the open market). 2.18.6. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent has made a subordinated loan to any member of FINRA. 2.18.7. No proceeds from the sale of the Public Securities, Representative’s Shares Securities or Private Warrants Units (excluding underwriting compensation) will be paid to any FINRA member, or any persons associated or affiliated with a member of FINRA, except as specifically authorized herein. 2.18.8. The Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus. 2.18.9. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRA. 2.18.10. To the Company’s knowledge, no FINRA member intending to participate in the Offering has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. Except with respect to the Representative in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA member, any person associated with a member (as defined by FINRA rules), any potential underwriters in the Offering and/or any related persons.. EarlyBirdCapital, Inc. __________, 2018 Page 16 of 42

Transactions Affecting Disclosure to Finra. 2.18.1. To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by the Company and each of the Respondents Company’s officers and directors and each 10% beneficial owner of unregistered securities acquired within the past 180 days (collectively, the “FINRA Respondents”) and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the FINRA Respondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and incorrect. 2.18.2. Except as described in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, neither the Companythere are no claims, nor to its knowledgepayments, any Respondentarrangements, entered into any agreements, arrangements agreements or understandings which would give rise relating to any claims or payments the payment of a finder’s, consulting, consulting or origination fee by the Company or any Respondent Company Affiliate with respect to the sale of the Public Securities hereunder or any other arrangements, agreements, agreements or understandings of the Company or, to the Company’s knowledge, any Respondent Insider that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, the Company has not made any direct or indirect payments (in cash, securities, securities or otherwise) to: (i) any person, as a finder’s fee, consulting fee, fee or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any “participating member,” as defined in FINRA memberRule 5110, with respect to the Offering (“Participating Member”); or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA memberParticipating Member, within the 180-day period prior to the initial filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45. 2.18.4. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent FINRA Respondent, including the Insiders and holders of securities to be purchased in the Private Placement (whether debt or equity, registered or unregistered, regardless of the time acquired or the source from which derived) (any such individual or entity, a “Company Affiliate”) is a member of FINRA Participating Member, or a person associated or affiliated with a member of FINRAParticipating Member. 2.18.5. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate is an owner of stock or other securities of any member of FINRA a Participating Member (other than securities purchased in on the open market). 2.18.6. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent Company Affiliate has made a subordinated loan to any member Participating Member. Northland Securities, Inc.August 12, 2021Page 15 of FINRA.45 2.18.7. No proceeds from the sale of the Public Securities, Representative’s Shares Securities or Private Warrants Securities (excluding underwriting compensation) will be paid to any FINRA memberParticipating Member, or any persons associated or affiliated with a member of FINRAParticipating Member, except as specifically authorized herein. 2.18.8. The Other than the Representative’s Shares, the Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter Participating Member within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus. 2.18.9. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRAParticipating Member. 2.18.10. To the Company’s knowledge, no FINRA member intending to participate in the Offering Participating Member has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. Except with respect to the Representative in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA memberParticipating Member, any person associated with a member (as defined by FINRA rules)Participating Member, any potential underwriters in the Offering and/or any related persons.

Transactions Affecting Disclosure to Finra. 2.18.1. 2.18.1 To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by each of the Respondents and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the Respondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and incorrect. 2.18.2. 2.18.2 Except as described in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus, neither the Companythere are no claims, nor to its knowledgepayments, any Respondentarrangements, entered into any agreements, arrangements agreements or understandings which would give rise relating to any claims or payments the payment of a finder’s, consulting, consulting or origination fee by the Company or any Respondent with respect to the sale of the Public Securities hereunder or any other arrangements, agreements, agreements or understandings of the Company or, to the Company’s knowledge, any Respondent that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, and the Prospectus, the 2.18.3 The Company has not made any direct or indirect payments (in cash, securities, securities or otherwise) to: (i) any person, as a finder’s fee, consulting fee, fee or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any FINRA member; or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA member, within the 180-day period prior to the initial filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45 2.18.4. 2.18.4 To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent is a member of FINRA FINRA, or a person associated or affiliated with a member of FINRA. 2.18.5. 2.18.5 To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent is an owner of stock or other securities of any member of FINRA (other than securities purchased in on the open market). 2.18.6. 2.18.6 To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent has made a subordinated loan to any member of FINRA. 2.18.7. 2.18.7 No proceeds from the sale of the Public Securities, Representative’s Shares or Private Warrants Securities (excluding underwriting compensation) or Private Warrants will be paid to any FINRA member, or any persons associated or affiliated with a member of FINRA, except as specifically authorized herein. 2.18.8. 2.18.8 The Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, Prospectus and the Prospectus. 2.18.9. 2.18.9 To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRA. 2.18.10. 2.18.10 To the Company’s knowledge, no FINRA member intending to participate in the Offering has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. 2.18.11 Except with respect to the Representative Underwriters in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA member, any person associated with a member (as defined by FINRA rules), any potential underwriters in the Offering and/or any related persons.

Transactions Affecting Disclosure to Finra. 2.18.1. To the Company’s knowledge, all information contained in the questionnaires (the “FINRA Questionnaires”) completed by each of the Respondents and provided to the Representative, as such FINRA Questionnaires may have been updated from time to time and confirmed by each of the Respondents, is true and correct in all material respects and the Company has not become aware of any information which would cause the information disclosed in the FINRA Questionnaires to become inaccurate and incorrect. 2.18.2. Except as described in the Registration Statement, the Statutory Prospectus, and the Prospectus, neither the Company, nor to its knowledge, any Respondent, entered into any agreements, arrangements or understandings which would give rise to any claims or payments of a finder’s, consulting, or origination fee by the Company or any Respondent with respect to the sale of the Public Securities hereunder or any other arrangements, agreements, or understandings of the Company or, to the Company’s knowledge, any Respondent that may affect the Underwriters’ compensation, as determined by FINRA. 2.18.3. Except as described herein or in the Registration Statement, the Statutory Prospectus, and the Prospectus, the Company has not made any direct or indirect payments (in cash, securities, or otherwise) to: (i) any person, as a finder’s fee, consulting fee, or otherwise, in consideration of such person raising capital for the Company or introducing to the Company persons who raised or provided capital to the Company; (ii) to any FINRA member; or (iii) to any person or entity that has any direct or indirect affiliation or association with any FINRA member, within the 180-day period prior to the initial filing date of the Registration Statement with the Commission. EarlyBirdCapital, Inc._________, 2020Page 14 of 45. 2.18.4. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent is a member of FINRA or a person associated or affiliated with a member of FINRA. 2.18.5. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent is an owner of stock or other securities of any member of FINRA (other than securities purchased in the open market). 2.18.6. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no Respondent has made a subordinated loan to any member of FINRA. 2.18.7. No proceeds from the sale of the Public Securities, Representative’s Shares or Private Warrants (excluding underwriting compensation) will be paid to any FINRA member, or any persons associated or affiliated with a member of FINRA, except as specifically authorized herein. 2.18.8. The Company has not issued any warrants or other securities, or granted any options, directly or indirectly to anyone who is a potential underwriter in the Offering or a related person (as defined by FINRA rules) of such an underwriter within the 180-day period prior to the initial filing date of the Registration Statement with the Commission, except as disclosed in the Registration Statement, the Statutory Prospectus, and the Prospectus. 2.18.9. To the Company’s knowledge, except as set forth in the FINRA Questionnaires, no person to whom securities of the Company have been privately issued within the 180-day period prior to the initial filing date of the Registration Statement with the Commission has any relationship or affiliation or association with any member of FINRA. 2.18.10. To the Company’s knowledge, no FINRA member intending to participate in the Offering has a conflict of interest (as defined by FINRA rules) with the Company. 2.18.11. Except with respect to the Representative in connection with the Offering, the Company has not entered into any agreement or arrangement (including, without limitation, any consulting agreement or any other type of agreement) during the 180-day period prior to the initial filing date of the Registration Statement with the Commission, which arrangement or agreement provides for the receipt of any item of value and/or the transfer or issuance of any warrants, options, or other securities from the Company to a FINRA member, any person associated with a member (as defined by FINRA rules), any potential underwriters in the Offering and/or any related persons.