Nasdaq Listing. The Company shall promptly secure the listing of all of the Shares upon Nasdaq and shall pay all fees and expenses in connection with satisfying its obligations under this [Section 7.4]. The Company will use commercially reasonable efforts to continue the listing and trading of its Common Stock on Nasdaq and, in accordance, therewith, will use commercially reasonable efforts to comply in all material respects with the Company’s reporting, filing and other obligations under the bylaws or rules of such market or exchange, as applicable.

Nasdaq Listing. The Parent shall have maintained its status as a company whose common stock is listed on the OTCQB and promptly following the Closing Date shall pursue listing on The Nasdaq Capital Market under its pending or a new listing application and the Parent shall not have received any notice that any reason shall exist as to why such status shall not continue immediately following the Closing.

Nasdaq. The Company shall have submitted a Listing of Additional Shares notification (the “LAS”) with Nasdaq in connection with the transactions described in this Agreement.

Compliance with Nasdaq Continued Listing Requirements. The Company is, and has no reason to believe that it will not, upon the issuance of the Securities hereunder, continue to be, in compliance with the listing and maintenance requirements for continued listing on The Nasdaq Capital Market. Assuming the representations and warranties of the Purchaser set forth in [Section 4.2] are true and correct in all material respects, the consummation of the transactions contemplated by the Transaction Documents does not contravene the rules and regulations of Nasdaq. There are no proceedings pending or, to the Company’s knowledge, threatened against the Company relating to the continued listing of the Common Stock on The Nasdaq Capital Market and the Company has not received any notice of, nor to the Company’s knowledge is there any basis for, the delisting of the Common Stock from Nasdaq.

Compliance with Nasdaq Continued Listing Requirements. The Company is in compliance with applicable Nasdaq continued listing requirements. There are no proceedings pending or, to the Company’s Knowledge, threatened against the Company relating to the continued listing of the Common Stock on Nasdaq and the Company has not received any notice of, nor to the Company’s Knowledge is there any reasonable basis for, the delisting of the Common Stock from Nasdaq.

NASDAQ Listing. The Company will use commercially reasonable efforts to effect and maintain the listing of the Class A Shares on the NASDAQ (or another national securities exchange).

NASDAQ Listing. Common Stock is listed on The Nasdaq Global Select Market, and the Company has taken no action designed terminate the registration of the Common Stock under the Exchange Act or delist Common Stock from The Nasdaq Global Select Market.

Nasdaq Listing. The Buyer Shares are listed for trading on the Nasdaq. Except as set forth in the Buyer SEC Reports, there is no action or proceeding pending or, to the Knowledge of Buyer, threatened against Buyer by the Nasdaq with respect to any intention by such entity to prohibit or terminate the listing of the Buyer Shares on the Nasdaq.

Nasdaq Listing. The Common Shares of the Company are registered pursuant to Section 12(b) of the Exchange Act and are listed on the Nasdaq Capital Market under the ticker symbol “CUE.” The Company has taken no action designed to, or likely to have the effect of, terminating the registration of the Common Shares under the Exchange Act or delisting the Common Shares from the Nasdaq Capital Market nor has the Company received any notice that it is currently not in compliance with the listing or maintenance requirements of the Nasdaq Capital Market. The Company believes that it is, and it will in the foreseeable future continue to be, in material compliance with all such listing and maintenance requirements. A registration statement relating to the Common Shares on Form 8-A or other applicable form under the Exchange Act is effective.

Nasdaq. The Company shall have submitted the LAS with Nasdaq in connection with the transactions described in this Agreement.