Ti	=	Representations and Warranties of {the_Investor}
0.Sec	=	In connection with the transactions provided for herein, {the_Investor} hereby represents and warrants to {the_Company} that:
1.Ti	=	Authorization
1.sec	=	This {KISS} constitutes Investor's valid and legally binding obligation, enforceable in accordance with its terms, except as may be limited by (i) applicable bankruptcy, insolvency, reorganization, or similar laws relating to or affecting the enforcement of creditor's rights and (ii) laws relating to the availability of specific performance, injunctive relief or other equitable remedies.
2.Ti	=	Purchase Entirely for Own Account
2.sec	=	Investor acknowledges that this {KISS} is issued to Investor in reliance upon Investor's representation to {the_Company} that the {KISS} will be acquired for investment for Investor's own account, not as a nominee or agent, and not with a view to the resale or distribution of any part thereof, and that such Investor has no present intention of selling, granting any participation in, or otherwise distributing the same.
3.Ti	=	Investment Experience
3.sec	=	Investor is an investor in securities of companies in the development stage and acknowledges that it is able to fend for itself, can bear the economic risk of its investment, and has such knowledge and experience in financial or business matters that it is capable of evaluating the merits and risks of the investment in this {KISS}. Investor also represents it has not been organized solely for the purpose of acquiring this {KISS}.
4.Ti	=	Accredited Investor
4.sec	=	Investor is an "accredited investor" within the meaning of Rule 501 of Regulation D, as presently in effect, as promulgated by the Securities and Exchange Commission (the "{SEC}") under the Securities Act of 1933, as amended (the "{Act}").
/Note	=	"SEC" is defined in the KISS, but not used, even where it could be.
5.Ti	=	Restricted Security
5.sec	=	Investor understands that this {KISS} is characterized as a "restricted security" under the federal securities laws inasmuch as it is being acquired from {the_Company} in a transaction not involving a public offering and that under such laws and applicable regulations such securities may be resold without registration under the {Act}, only in certain limited circumstances.
	=	[G/Z/ol/5]