SEC Follow Up Exhibits Part C SEC_OEA_FCIC_001760-2501

Table of Contents
Plan, or any person investing the assets of any Plan, unless its purchase and holding of any such securities will not constitute or result
in a non-exempt prohibited transaction under ERISA or the Code or a similar violation of any applicable Similar Laws. Each
purchaser and holder of the common stock or Series G Preferred Stock or any interest in the common stock or Series G Preferred
Stock will be deemed to have represented by its purchase and holding of the common stock or Series G Preferred Stock that either:
• it is not a Plan and is not purchasing or holding the shares of such security or any interest in
such security on behalf of or with the assets of any Plan; or
• its purchase and holding of any of the shares of common stock or Series G Preferred Stock or
interest in any of the common stock or Series G Preferred Stock will not constitute or result in a
non-exempt prohibited transaction under Section 406 of ERISA or Section 4975 of the Code or
a similar violation of any applicable Similar Laws.
Due to the complexity of these rules and the penalties imposed upon persons involved in non-exempt prohibited transactions, it is
important that any person considering the purchase or holding of the common stock or Series G Preferred Stock on behalf of or with
the assets of any Plan consult with its counsel regarding the consequences under ERISA, the Code and any applicable Similar Laws,
whether any exemption would be applicable, and whether all conditions of such exemption have been satisfied such that the purchase
and holding of the common stock or Series G Preferred Stock by the Plan is entitled to full exemptive relief thereunder.
Nothing herein shall be construed as, and the sale of shares of common stock or Series G Preferred Stock to a Plan is in no
respect, a representation by us or the selling stockholders that any investment in the common stock or Series G Preferred Stock would
meet any or all of the relevant legal requirements with respect to investment by, or is appropriate for, Plans generally or any particular
Plan.
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