Legal Compliance. Shares will not be issued pursuant an Award unless the exercise or vesting of such Award and the issuance and delivery of such Shares will comply with Applicable Laws and will be further subject to the approval of counsel for the Company with respect to such compliance.

(i) Each Company and its predecessors and Affiliates has complied in all material respects with all Applicable Laws for which the applicable statute of limitations has not yet expired, and there is no charge, Proceeding or investigation by any Governmental Authority with respect to a violation or alleged violation of any Applicable Law that is now pending or has been asserted or threatened with respect to such Company and such Company has not made any voluntary disclosure with respect to a possible violation of any Applicable Law; # no Proceeding has been filed or commenced against either Company or their predecessors alleging any failure to so comply; # neither Company or, to the Knowledge of the Sellers, any officers, directors, employees or agents of a Company (or members, distributors, representatives or other Persons acting on the express, implied or apparent authority of the Companies) has offered, paid, promised to pay or authorized the payment, directly or indirectly through any other Person, of anything of value to any Person acting on behalf of any Governmental Authority (including employees of state-owned entities) or political party or candidate for public office, for the purpose of influencing any act or decision of such Person or of the Governmental Authority to obtain or retain business; and # there is no charge, Proceeding or investigation by any Governmental Authority with respect to a violation or alleged violation of any anti-corruption law (including the FCPA) that is now pending or has been asserted or threatened in writing with respect to either Company and neither Company has made any voluntary disclosure with respect to a possible violation of any anti-corruption law (including the FCPA). Notwithstanding the above, the Sellers are in material compliance with all COVID-19 Measures enacted in response to the COVID-19 pandemic, and have used commercially reasonable efforts to implement health and safety protocols at all worksites under the control of the Companies, consistent with guidance issued by applicable United States federal, state and local health authorities[[Parties:Organization]] Each product manufactured, repaired, sold, leased, or delivered by a Company has been in compliance with all Applicable Laws of the United States Coast Guard[[Parties:Organization]]

Legal Compliance. Shares will not be issued pursuant to the exercise of an Award unless the exercise of such Award and the issuance and delivery of such Shares will comply with Applicable Laws and will be further subject to the approval of counsel for the Company with respect to such compliance.

Legal Compliance. Buyer and each of its Subsidiaries, predecessors and other Affiliates, and each of their respective current and former directors, officers, managers, and employees, in the course of their respective duties, have at all times materially complied and are in material compliance with all applicable Laws and Orders as are applicable to Buyer and each such entities’ business, affairs and operations, including Laws and Orders applicable to the cultivation of hemp and cannabis, the extraction of CBD and tetrahydrocannabinol, and the manufacturing, transportation, distribution, advertisement, and sale of CBD Products and products containing any tetrahydrocannabinol, and no Proceeding has been filed or commenced and remains pending or, to the Knowledge of Buyer, is threatened alleging any failure so to comply. To the Knowledge of Buyer, neither Buyer nor any of its Subsidiaries, predecessors and other Affiliates has received any notice or communication from any Governmental Body alleging any non- compliance of the foregoing.

Legal Compliance. Shares will not be issued pursuant to the exercise of an Award unless the exercise of such Award and the issuance and delivery of such Shares will comply with Applicable Laws and will be further subject to the approval of counsel for the Company with respect to such compliance.

Legal Compliance. Shares will not be issued pursuant to the exercise of an Award unless the exercise of such Award and the issuance and delivery of such Shares will comply with Applicable Laws and will be further subject to the approval of counsel for the Company with respect to such compliance.

Legal Compliance. Shares will not be issued pursuant to the exercise of an Award unless the exercise of such Award and the issuance and delivery of such Shares will comply with Applicable Laws and will be further subject to the approval of counsel for the Company with respect to such compliance.

Legal Compliance. Shares will not be issued pursuant to an Award unless the exercise or vesting of such Award and the issuance and delivery of such Shares will comply with Applicable Laws and will be further subject to the approval of counsel for the Company with respect to such compliance.

Legal Compliance. Except as disclosed on [Schedule 4.9], the Company is and during the past three years has been in material compliance with all applicable Laws, and, the Company has not received in the past three years any written notice or claim alleging the failure to so comply. For the avoidance of doubt, nothing contained in this [Section 4.9] requires any disclosure with respect to any matter specifically covered by any other representation or warranty contained in [Sections 4.8] (Litigation or Proceedings), [Section 4.10] (Licenses and Permits), [Section 4.11] (Tax Matters), [Section 4.14] (Intellectual Property), [Section 4.19] (Employee Benefits), or [Section 4.20] (Employees and Employee Relations), to the extent that it has been clearly disclosed in reference to such other Sections; it being acknowledged and agreed that all representations and warranties with respect to matters specifically described in such other representations and warranties are excluded from the representations and warranties in this [Section 4.9].

Each Company, their respective predecessors and Affiliates, and each of their respective current and former directors, officers, managers, and employees, in the course of their respective duties, have at all times complied and are in compliance with all applicable Laws and Orders as are applicable to each such Company’s business, affairs and operations, and no Proceeding has been filed or commenced or, to the Knowledge of BHB, threatened alleging any failure so to comply. Neither any member of the Company Group nor Seller has received any notice or communication alleging any non-compliance of the foregoing.