Purchaser Ownership. Assuming that the Company’s representations in Section 2.5 with respect to the number of outstanding shares of Common Stock are accurate as of the Closing Date, the Purchaser and its Affiliates, including, but not limited to, [[Person A:Person]]rm.D., the Company’s Chairman of the Board of Directors, will not beneficially own more than 19.99% of the Common Stock immediately following the Closing. For purposes of this paragraph, beneficial ownership shall be calculated in accordance with Section 13(d) of the Exchange Act.

Purchaser Ownership. Assuming that the Company’s representations in Section 2.3 with respect to the number of outstanding shares of Common Stock are accurate as of the Closing, the Purchaser will not beneficially own more than 19.99% of the Common Stock immediately following the Closing. For purposes of this paragraph, beneficial ownership shall be calculated in accordance with Section 13(d) of the Exchange Act.

Purchaser Ownership. Assuming that the Company’s representations in Section 2.5 with respect to the number of outstanding shares of Common Stock are accurate as of the Closing, the Purchaser will not beneficially own more than 19.99% of the Common Stock immediately following the Closing. For purposes of this paragraph, beneficial ownership shall be calculated in accordance with Section 13(d) of the Exchange Act.

Purchaser. Notwithstanding anything in this Agreement to the contrary, Purchaser shall not have any liability:

Purchaser. On or prior to the Closing Date, the Purchaser shall deliver or cause to be delivered to the Company the following:

Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, either: # an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or # a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act.

Purchaser Status. At the time such Purchaser was offered the Shares, it was, and as of the date hereof it is, either: # an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or # a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act.

Purchaser Responsibilities. Prior to Closing, Purchaser shall # deposit with Escrow Agent the sum of the balance of the Purchase Price, plus 50% of Escrow Agent’s fees, and any other amounts Purchaser is required to pay in accordance with this Agreement; # deliver to Escrow Agent a duly completed and executed, but undated, FAA Aircraft Registration Application on FAA Form 8050-1 (the “FAA Registration Application”) for the Aircraft in Purchaser’s name; # deliver to Escrow Agent an executed, but undated, Receipt for the Aircraft in the form of [Exhibit C] attached hereto (the “Receipt”).

Purchaser Taxes. Purchaser shall be solely responsible for and shall indemnify and hold Seller harmless from any and all Taxes of any jurisdiction imposed on or in connection with the ownership, operation, importation or exportation of the Aircraft that are imposed or regard the time period from and including the time of Closing under this Agreement, including any applicable sales or transfer taxes on the sale or purchase of the Aircraft hereunder.

Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: # an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or # a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. In addition, such Purchaser represents and acknowledges that # he, she or it is not a resident of Canada or a person or an entity that is in Canada, # the Securities have not been qualified for distribution by prospectus in Canada, and may not be offered or sold in Canada during the course of their distribution except pursuant to a Canadian prospectus or a prospectus exemption, and # he, she or it is not buying the Securities with a view to distribute them to a resident of Canada or a person or an entity that is in Canada.