Common use of Filing of Registration Statement Clause in Contracts

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statementprepared and filed, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act. Except as ”), and the context may otherwise requirepublished rules and regulations thereunder (the “Rules and Regulations”) adopted by the Securities and Exchange Commission (the “Commission”), such a registration statement, as amendedincluding a prospectus, on file Form S-3 (File No. 333-183750), which became effective as of September 18, 2012, relating to the securities of the Company as described therein and the offering thereof from time to time in accordance with Rule 415(a)(1)(x) of the Commission Rules and Regulations, and such amendments thereof as may have been required to the date of this Agreement. The term “Registration Statement” as used in this Agreement means the aforementioned registration statement, at the time the of effectiveness of such registration statement became effective or any part thereof for purposes of Section 11 of the Securities Act (the “Effective Time”), including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and (i) all other documents filed as a part thereof or incorporated or deemed to be incorporated by reference therein and all (ii) any information in the corresponding Base Prospectus (as defined below) or a prospectus supplement relating to the Securities filed with the Commission pursuant to Rule 424(b) under the Securities Act, to the extent such information is deemed pursuant to Rule 430A (“Rule 430A”), 430B (“Rule 430B”) or 430C (“Rule 430C”) under the Securities Act to be a part thereof as of at the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration StatementTime. For purposes of this Agreement:, all references to the Registration Statement, the Base Prospectus, any Preliminary Prospectus (as defined below), the Prospectus (as defined below) or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“XXXXX”). All references in this Agreement to amendments or supplements to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Prospectus shall be deemed to mean and include the subsequent filing of any document under the Exchange Act that is deemed to be incorporated therein by reference therein.

Filing of Registration Statement. The Company has filed shall file with the Commission SEC, within ten (10) Business Days from the date hereof, a registration statementprospectus supplement covering the offering and sale of the Purchase Notice Shares and the Commitment Shares (the “Prospectus Supplement”). The Prospectus Supplement shall relate to the transactions contemplated by, and an amendment or amendments theretodescribing the material terms and conditions of, on Form F-1 (File No. 333-234654)this Agreement, including any related prospectus or prospectuses, for containing required information previously omitted at the registration time of effectiveness of the Securities Registration Statement in reliance on Rule 430B under the Securities Act, and disclosing all information relating to the transactions contemplated hereby required to be disclosed in the Prospectus Supplement, including, without limitation, information required to be disclosed in the section captioned “Plan of Distribution” in the Base Prospectus. The Company shall permit the Investor to review and comment upon the Prospectus Supplement within a reasonable time prior to its filing with the SEC. The Company shall give reasonable consideration to all such comments, and shall not file the Current Report or the Prospectus Supplement with the SEC in a form to which registration statement the Investor reasonably objects. The Investor shall furnish to the Company such information regarding itself, the Company’s securities beneficially owned by the Investor and amendment the intended method of distribution thereof, including any arrangement between the Investor and any other person or amendments have been prepared relating to the sale or distribution of the Company’s securities, as shall be reasonably requested by the Company in connection with the preparation and filing of the Current Report and the Prospectus Supplement, and shall otherwise cooperate with the Company as reasonably requested by the Company in connection with the preparation and filing of the Current Report and the Prospectus Supplement with the SEC. The Registration Statement, at the time it became effective, complied and, as of each Purchase Notice Date, if any, will comply in all material respects with the applicable requirements of Form F-3, the Securities Act and the Exchange Act and did not and, as of each Purchase Notice Date, if any, will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectuses, as amended or supplemented, as of their respective dates, did not and, as of each Purchase Notice Date, if any, will not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The representations and warranties set forth in the two immediately preceding sentences do not apply to statements in or omissions from the Registration Statement or any post-effective amendment thereto, or the Prospectuses, or any amendments or supplements thereto, made in reliance upon and in conformity with information relating to the requirements Investor furnished to the Company in writing by the Investor expressly for use therein. The Company shall promptly give the Investor notice of any event (including the passage of time) which makes the final prospectus not to be in compliance with Section 5(b) or 10 of the Securities Act and shall use its best efforts thereafter to file with the SEC any post-effective amendment to the Registration Statement or the Prospectuses in order to comply with Section 5(b) or 10 of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654[●]), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202019, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654251234 ), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202021, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654271622), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments thereto have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), ) is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct after filing the Registration Statement, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on the date hereof[●], 2023. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202023, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654[●]), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202023, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has will file, on one occasion only, a registration statement under the Securities Act filed with the Securities and Exchange Commission a (“Commission”) to register for re-offer and re-sale, the Common Stock into which the Notes may be converted, the Common Stock underlying the Warrants included in the Units and the Common Stock underlying the warrants received upon conversion of the Notes (collectively, “Registrable Securities”) on behalf of the Investors (or subsequent holders, referred to together as the “Holders”). The registration statement will be filed within sixty (60) days after the final Closing of this offering and the Company will use its commercially reasonable efforts to have the registration statement declared effective within one hundred fifty (150) days after the final Closing. Each Holder will provide upon request, such information as the Company may require for inclusion in the registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for All costs associated with the registration of the Securities under the Securities ActRegistrable Securities, which registration statement and amendment or amendments have been prepared other than brokerage commissions incurred by the Company Holders in conformity connection with the requirements resales of the Registrable Securities, shall be borne by the Company. The Registrable Securities Act. Except as and the context may otherwise require, such registration statement, as amended, Common Stock underlying the warrants to be issued to Placement Agents under this offering will be included on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as . If the Registration Statement is not declared effective within 150 days of the Effective Date pursuant to paragraph (b) Closing Date, for any reason, other than adverse market conditions as determined by the Placement Agent in its sole discretion, investors holding Notes with a principal amount of Rule 430A not less than $2,000,000 in the aggregate may demand, on a one-time basis, the registration of the Registrable Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files and any Penalty Shares on a registration statement pursuant to Rule 462(b) of covering only the Securities Actforegoing securities, then after such filing, unless the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior demanding Holders first consent in writing to the continuation of efforts to achieve effectiveness of the Registration StatementStatement if previously filed by the Company. Upon effectiveness of any new or continued registration statement, the Company shall promptly file a Form 8-A to register its common stock under section 12(g) of the Exchange Act of 1934, as amended (“Exchange Act”) to the extent that such shares of Common Stock are not already registered. As long as the Notes remain outstanding, the Company shall provide to each purchaser: (i) quarterly financial statements prepared in accordance with GAAP within 45 days after the end of each quarter, and (ii) annual audited financial statements prepared in accordance with 90 days after the end of each prospectus that omitted the Rule 430A Information that was used after fiscal year end, unless such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was financial statements are included in periodic reports under the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing ProspectusExchange Act, which are timely filed.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a An “automatic shelf registration statement” as defined in Rule 405 under the Securities Act of 1933, and an amendment or amendments theretoas amended (the “1933 Act”), on Form F-1 S-3 (File No. 333-234654186497) in respect of the Notes, including a form of prospectus (the “Base Prospectus”), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have has been prepared and filed by the Company not earlier than three years prior to the date hereof, in conformity with the requirements of the 1933 Act and the rules and regulations (the “1933 Act Regulations”) of the Securities and Exchange Commission (the “Commission”) thereunder. The Company and the transactions contemplated by this Agreement meet the requirements of, and comply with the conditions for the use of, Form S-3 under the 1933 Act. Except as the context may otherwise require, such Such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and which shall be deemed to include all information deemed to be a part thereof as of omitted therefrom in reliance upon Rules 430A, 430B or 430C under the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”)1933 Act, is herein referred to herein as the “Registration Statement.” and became effective under the 1933 Act upon filing with the Commission. If the Company files any has filed a registration statement pursuant to Rule 462(bRules 413(b) of and 462(e) under the Securities 1933 Act, then after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such registration statement filed pursuant statement. No post-effective amendment to Rule 462(b). The the Registration Statement has been declared effective by the Commission on filed as of the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement. As used herein, the term “Prospectus” means the form of prospectus relating to the Notes first filed with the Commission pursuant to and within the time limits described in Rule 424(b) under the 1933 Act and in accordance with Section 3(a). The Base Prospectus, as supplemented by each preliminary prospectus (including any preliminary prospectus supplement) relating to the Notes filed with the Commission pursuant to Rule 424(b) under the 1933 Act, including the documents incorporated by reference in the Base Prospectus is herein called referred to as a “Preliminary Prospectus.” The Preliminary Prospectus, subject Any reference herein to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior Statement, any Preliminary Prospectus or to the Applicable Time (as defined below) is hereinafter called Prospectus or to any amendment or supplement to any of the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” foregoing documents shall be deemed to refer to and include the latest documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the 1933 Act, as of the effective date of the Registration Statement or the date of such Preliminary Prospectus included in or the Prospectus, as the case may be, and any reference to “amend,” “amendment” or “supplement” with respect to the Registration Statement. For purposes , any Preliminary Prospectus or the Prospectus shall be deemed to include any documents incorporated by reference therein, and any supplements or amendments thereto, filed with the Commission after the date of this Agreement:filing of the Prospectus under Rule 424(b) under the 1933 Act, and prior to the termination of the offering of the Notes by the Underwriters.

Filing of Registration Statement. The Company has filed with the Commission a registration statement, statement and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654333-_________), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act, and the rules and regulations (the “Regulations”) of the Commission under the Securities Act. The conditions for use of Form S-1 to register the Securities under the Securities Act, as set forth in the General Instructions to such Form, have been satisfied. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statementProspectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date such time pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined belowRegulations) is hereinafter called the “Pricing Prospectus.Registration Statement,” The and the form of the final prospectus included in the form first furnished to the Underwriters for use in the Offering Registration Statement is hereinafter called the “Prospectus.” Any reference and no other document with respect to the “most recent Preliminary Prospectus” shall Registration Statement has heretofore been filed under the Securities Act with the Commission. All of the Securities have been or will be, as of the Effective Date, registered under the Securities Act pursuant to the Registration Statement If, at any time subsequent to the date of this Agreement, the Company or the Selling Agent determine that the Prospectus contained an untrue statement of a material fact or omitted a statement of material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, and have agreed to provide an opportunity to the Purchasers of the Securities to terminate the existing Subscription Agreements and enter into new Subscription Agreements, then the Prospectus will be deemed to refer include any additional information available to purchasers at the latest Preliminary Prospectus included in the Registration Statement. For purposes time of this entry into such new Subscription Agreement:.

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654237260), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a A registration statement, and an amendment or amendments thereto, statement on Form F-1 S-2 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of 90731) with respect to the Securities under the Securities Act, which registration statement and amendment or amendments have has been prepared by the Company in conformity with the requirements of the Securities Act of 1933, as amended (the "Act"), and the rules and regulations (the "Rules and Regulations") of the Securities and Exchange Commission (the "Commission") thereunder and has been filed with the Commission under the Act. Except as the context may otherwise require, Copies of such registration statement, as amendedincluding any pre-effective and post-effective amendments thereto, on file with the Commission at preliminary prospectuses (meeting the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) requirements of Rule 430A of the Securities Act (Rules and Regulations) contained therein and the “exhibits, financial statements and schedules, as finally amended and revised, have heretofore been delivered by the Company to the Representative. Such registration statement, herein referred to as the "Registration Statement," after effectiveness and upon filing of the Prospectus referred to below with the Commission, if required, shall be deemed to include all information incorporated therein by reference and omitted therefrom in reliance upon Rule 430A Information”), is and contained in the Prospectus referred to herein as the “Registration Statement.” If the Company files below and also any registration statement filed pursuant to Rule 462(b) of the Rules and Regulations with respect to the Securities Act, then after such filing, the term “(a "Rule 462(b) Registration Statement” shall include such registration statement filed pursuant to Rule 462(b"). The Registration Statement has been declared effective by the Commission on under the Act and no post-effective amendment to the Registration Statement has been filed as of the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” . The Preliminary Prospectus, subject to completion and form of prospectus first filed by the Company with the Commission on [●]pursuant to Rule 424(b) (or if no such filing is required, 2020, that was the form of final prospectus included in the Registration Statement immediately prior on the effective date) and Rule 430A is herein referred to as the Applicable Time (as defined below) is hereinafter called the “Pricing "Prospectus.” The final " Each preliminary prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:Statement prior to the time it becomes effective is herein referred to as a "Preliminary Prospectus."

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654230740), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statement, financial statements, schedulesany amendments thereto at such time, exhibits and all other schedules thereto at such time, documents filed as a part thereof or incorporated therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and all the documents and information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”)) or otherwise pursuant to the Securities Act Regulations at such time, is referred to herein as the “Registration Statement.” The Registration Statement at the time it originally became effective is referred to herein as the “Initial Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on May 8, 2019. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has prepared and filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and published rules and regulations thereunder (the “Securities Act Regulations”) adopted by the Securities and Exchange Commission (the “Commission”), a “shelf” Registration Statement (as hereinafter defined) on Form S-3 (File No. Except 333-200410), which became effective on December 2, 2014 (the “Effective Date”), including a base prospectus relating to the securities registered pursuant to such Registration Statement (the “Base Prospectus”), and such amendments and supplements thereto as may have been required to the context may otherwise require, date of this Agreement. The term “Registration Statement” as used in this Agreement means such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statementall exhibits, financial statements, schedules, exhibits schedules and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date Registration Statement pursuant to paragraph (b) of Rule 430A of 430B under the Securities Act (the “Rule 430A Information”Regulations), is referred as amended and/or supplemented to herein as the “Registration Statement.” If date of this Agreement, including the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Base Prospectus. The Registration Statement has been declared is effective by under the Commission on the date hereof. Each prospectus used prior to Securities Act and no stop order preventing or suspending the effectiveness of the Registration StatementStatement or suspending or preventing the use of the Prospectus has been issued by the Commission and no proceedings for that purpose have been instituted or, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution knowledge of the Company, are threatened by the Commission. The Company, if required by the Securities Act Regulations of the Commission, will file the Prospectus (as defined below), with the Commission pursuant to Rule 424(b) under the Securities Act Regulations. The term “Prospectus,” as used in this Agreement means the prospectus, in the form in which it is to be filed with the Commission pursuant to Rule 424(b) under the Securities Act Regulations, or, if the prospectus is not to be filed with the Commission pursuant to Rule 424(b), the prospectus in the form included as part of the Registration Statement as of the Effective Date; provided that, if any revised prospectus or prospectus supplement shall be provided to the Underwriters by the Company for use in connection with the offering and delivery sale of this Agreementthe Securities which differs from the prospectus (whether or not such revised prospectus or prospectus supplement is required to be filed by the Company pursuant to Rule 424(b) under the Securities Act Regulations), the term “Prospectus” shall refer to such revised prospectus or prospectus supplement, as the case may be, from and after the time it is herein first provided to the Underwriters for such use. Any preliminary prospectus or prospectus subject to completion included in the Registration Statement or filed with the Commission pursuant to Rule 424 under the Securities Act Regulations is hereafter called a “Preliminary Prospectus.” The Preliminary Any reference herein to the Registration Statement, Base Prospectus, subject to completion and filed with Preliminary Prospectus or the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” Prospectus shall be deemed to refer to and include the latest documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on or before the last to occur of the Effective Date, the date of the Preliminary Prospectus included in Prospectus, or the date of the Prospectus, and any reference herein to the terms “amend,” “amendment,” or “supplement” with respect to the Registration Statement, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include (i) the filing of any document under the Exchange Act after the Effective Date, the date of such Preliminary Prospectus or the date of the Prospectus, as the case may be, which is incorporated by reference and (ii) any such document so filed. For purposes of this Agreement:If the Company has filed an abbreviated registration statement to register additional securities pursuant to Rule 462(b) under the Securities Act Regulations (the “462(b) Registration Statement”), then any reference herein to the Registration Statement shall also be deemed to include such 462(b) Registration Statement.

Filing of Registration Statement. The Company has filed with and the Commission a registration statementParent have prepared and filed, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act. Except as ”), and the context may otherwise requirepublished rules and regulations thereunder (the “Rules and Regulations”) adopted by the Securities and Exchange Commission (the “Commission”), such a registration statement, as amendedincluding a prospectus, on file Form S-3 (File No. 333-174552), which became effective on June 8, 2011, relating to the securities of the Company as described therein and the offering thereof from time to time in accordance with Rule 415(a)(1)(x) of the Commission Rules and Regulations, and such amendments thereof as may have been required to the date of this Agreement. The term “Registration Statement” as used in this Agreement means the aforementioned registration statement, at the time the of effectiveness of such registration statement became effective or any part thereof for purposes of Section 11 of the Securities Act (the “Effective Time”), including (i) all amendments to the Preliminary Prospectus included in Registration Statement filed with the registration statementCommission, financial statements, schedules, exhibits and (ii) all other documents filed as a part thereof or incorporated or deemed to be incorporated by reference therein and all (iii) any information in the corresponding Base Prospectus (as defined below) or a prospectus supplement filed with the Commission pursuant to Rule 424(b) under the Securities Act, to the extent such information is deemed pursuant to Rule 430A (“Rule 430A”), 430B (“Rule 430B”) or 430C (“Rule 430C”) under the Securities Act to be a part thereof as of at the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration StatementTime. For purposes of this Agreement:, all references to the Registration Statement, the Base Prospectus, any Preliminary Prospectus (as defined below), the Prospectus (as defined below) or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“XXXXX”). All references in this Agreement to amendments or supplements to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Prospectus shall be deemed to mean and include the subsequent filing of any document under the Exchange Act (as defined below) that is deemed to be incorporated therein by reference therein.

Filing of Registration Statement. The Company has filed with the Commission a registration statementprepared and filed, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and the published rules and regulations thereunder (the “Rules and Regulations”) adopted by the Securities and Exchange Commission (the “Commission”), a registration statement, including a prospectus, covering the Securities on Form S-1 (File No. Except 333-204979), and such amendments to such registration statement (including post effective amendments) as may have been required to the context may otherwise require, such date of this Agreement. Such registration statement, as amendedamended (including any post effective amendments), on file with has been declared effective by the Commission Commission. Such registration statement, including amendments thereto (including post effective amendments thereto) at the time of effectiveness thereof (the registration statement became effective (including “Effective Time”), the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other any schedules thereto at the Effective Time or thereafter during the period of effectiveness and the documents filed as a part thereof or incorporated therein and all information otherwise deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of or included therein by the Securities Act (or otherwise pursuant to the “Rule 430A Information”)Rules and Regulations at the Effective Time or thereafter during the period of effectiveness, is referred to herein as called the “Registration Statement.” If the Company has filed or files any an abbreviated registration statement to register additional Securities pursuant to Rule 462(b) of under the Securities ActRules and Regulation (the “Rule 462(b) Registration Statement”), then after such filing, any reference herein to the term “Registration Statement” shall also be deemed to include such registration statement Rule 462(b) Registration Statement. Any preliminary prospectus included in the Registration Statement or filed with the Commission pursuant to Rule 462(b). The Registration Statement has been declared effective by 424(a) under the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, Securities Act is herein hereinafter called a “Preliminary Prospectus.” The Preliminary Prospectus, subject Prospectus relating to completion and filed with the Commission on [●], 2020, Securities that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) pricing of the offering contemplated hereby is hereinafter called the “Pricing Prospectus.” The Company shall file with the Commission pursuant to Rule 424 under the Securities Act a final prospectus in the form first furnished relating to the Underwriters for use in Securities, which includes the Offering information permitted to be omitted therefrom at the Effective Time by Rule 430A under the Securities Act, and such final prospectus, as filed, is hereinafter called the “Final Prospectus.” Any reference to The Final Prospectus, the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Pricing Prospectus and any Preliminary Prospectus in the form in which they were included in the Registration Statement. Statement or filed with the Commission pursuant to Rule 424 under the Securities Act is hereinafter called a “Prospectus.” For purposes of this Agreement:, all references to the Registration Statement, the Rule 462(b) Registration Statement, the Pricing Prospectus, the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“XXXXX”). All references in this Agreement to amendments or supplements to the Registration Statement, the Rule 462(b) Registration Statement, the Pricing Prospectus or the Prospectus shall be deemed to mean and include the subsequent filing of any document under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and which is deemed to be incorporated therein by reference.

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654212254), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Act and the rules and regulations of the Commission under the Act (the “Securities ActAct Regulations”) and will contain all material statements that are required to be stated therein in accordance with the Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act Regulations (the “Rule 430A Information”)), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●[ ], 20202016, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:.

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, “shelf” Registration Statement (as hereinafter defined) on Form F-1 S-3 (File No. 333-234654225217) which became effective on June 6, 2018 (the “Effective Date”), including any related a base prospectus or prospectusesdated June 6, 2018 relating to the securities registered pursuant to such Registration Statement (the “Base Prospectus”), for the registration of the Securities Shares under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement Registration Statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Securities Act and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. On the Effective Date, the Company met the then-applicable requirements for use of Form S-3 under the Securities Act. Except As of the date hereof, the Company meets, and as of the context may otherwise requireClosing Date and each Option Closing Date, such registration statementthe Company will meet, the requirements for use of Form S-3 under the Securities Act. Pursuant to General Instruction I.B.6 of Form S-3, the issuance of the Firm Shares and the Additional Shares is eligible to be registered pursuant to the Prospectus. The term “Registration Statement” as amended, on file with the Commission at the time used in this Agreement means the registration statement became effective (including the Preliminary Prospectus included in the registration statementall exhibits, financial statements, schedules, exhibits schedules and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date Registration Statement pursuant to paragraph (b) of Rule 430A and 430B of the Securities Act (the “Rule 430A Information”Regulations), is referred as amended and/or supplemented to herein as the “Registration Statement.” If date of this Agreement, including the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Base Prospectus. The Registration Statement has been declared is effective by under the Commission on the date hereof. Each prospectus used prior to Securities Act and no stop order preventing or suspending the effectiveness of the Registration Statement, and each prospectus that omitted Statement or suspending or preventing the Rule 430A Information that was used after such effectiveness and prior to use of the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time Prospectus (as defined below) is hereinafter called has been issued by the “Pricing Prospectus.” Commission and no proceedings for that purpose have been instituted or, to the knowledge of the Company, are threatened by the Commission. The Company proposes to file with the Commission pursuant to Rule 424(b) of the Securities Act Regulations a final prospectus supplement relating to the issuance and sale of the Shares to the Base Prospectus. Such supplemental form of prospectus, in the form first furnished in which it shall be filed with the Commission pursuant to Rule 424(b) (including the Underwriters for use in the Offering Base Prospectus as so supplemented) is hereinafter called the “Prospectus.” Any preliminary form of Prospectus which is filed or used prior to filing of the Prospectus is hereinafter called a “Preliminary Prospectus.” Any reference herein to the “most recent Registration Statement, the Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on or before the last to occur of the Effective Date, the date of the last Preliminary Prospectus included in Prospectus, or the date of the Prospectus, and any reference herein to the terms “amend,” “amendment,” or “supplement” with respect to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include (i) the filing of any document under the Exchange Act after the Effective Date, the date of such Preliminary Prospectus or the date of the Prospectus, as the case may be, which is incorporated by reference, and (ii) any such document so filed. For purposes If the Company has filed an abbreviated registration statement to register additional securities pursuant to Rule 462(b) of the Securities Act Regulations (the “462(b) Registration Statement”), then any reference herein to the Registration Statement shall also be deemed to include such 462(b) Registration Statement. As used in this Section 2.1 and elsewhere in this Agreement:

Filing of Registration Statement. The Company has filed with the United States Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654189186), including any related prospectus or prospectuses, for the registration of the Public Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and, as of the Effective Date thereof, will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act Regulations (the “Rule 430A Information”)), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on as of the date hereofApplicable Time (as defined below). Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on completion, dated [●•], 20202013, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:.

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654226558), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statement, financial statements, schedulesany amendments thereto to such time, exhibits and all other schedules thereto at such time, documents filed as a part thereof or incorporated therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and all the documents and information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”)) or otherwise pursuant to the Securities Act Regulations at such time, is referred to herein as the “Registration Statement.” The Registration Statement at the time it originally became effective is referred to herein as the “Initial Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on August 24, 2018. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654333-[ ]), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●[ ], 20202022, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, “shelf” Registration Statement (as hereinafter defined) on Form F-1 S-3 (File No. 333-234654213100) which became effective on December 23, 2016 (the “Effective Date”), including any related a base prospectus or prospectusesdated December 23, 2016 relating to the securities registered pursuant to such Registration Statement (the “Base Prospectus”), for the registration of the Securities Shares under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement Registration Statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Securities Act and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. On the Effective Date, the Company met the then-applicable requirements for use of Form S-3 under the Securities Act. Except As of the date hereof, the Company meets, and as of the context may otherwise requireClosing Date and each Option Closing Date, such registration statementthe Company will meet, the requirements for use of Form S-3 under the Securities Act, including General Instruction I.B.2 of Form S-3. The term “Registration Statement” as amended, on file with the Commission at the time used in this Agreement means the registration statement became effective (including the Preliminary Prospectus included in the registration statementall exhibits, financial statements, schedules, exhibits schedules and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date Registration Statement pursuant to paragraph (b) of Rule 430A 430B of the Securities Act (the “Rule 430A Information”Regulations), is referred as amended and/or supplemented to herein as the “Registration Statement.” If date of this Agreement, including the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Base Prospectus. The Registration Statement has been declared is effective by under the Commission on the date hereof. Each prospectus used prior to Securities Act and no stop order preventing or suspending the effectiveness of the Registration Statement, and each prospectus that omitted Statement or suspending or preventing the Rule 430A Information that was used after such effectiveness and prior to use of the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time Prospectus (as defined below) is hereinafter called has been issued by the “Pricing Prospectus.” Commission and no proceedings for that purpose have been instituted or, to the knowledge of the Company, are threatened by the Commission. The Company proposes to file with the Commission pursuant to Rule 424(b) of the Securities Act Regulations a final prospectus supplement relating to the issuance and sale of the Shares to the Base Prospectus. Such supplemental form of prospectus, in the form first furnished in which it shall be filed with the Commission pursuant to Rule 424(b) (including the Underwriters for use in the Offering Base Prospectus as so supplemented) is hereinafter called the “Prospectus.” Any preliminary form of Prospectus which is filed or used prior to filing of the Prospectus is hereinafter called a “Preliminary Prospectus.” Any reference herein to the “most recent Registration Statement, the Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on or before the last to occur of the Effective Date, the date of the last Preliminary Prospectus included in Prospectus, or the date of the Prospectus, and any reference herein to the terms “amend,” “amendment,” or “supplement” with respect to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include (i) the filing of any document under the Exchange Act after the Effective Date, the date of such Preliminary Prospectus or the date of the Prospectus, as the case may be, which is incorporated by reference, and (ii) any such document so filed. For purposes If the Company has filed an abbreviated registration statement to register additional securities pursuant to Rule 462(b) of the Securities Act Regulations (the “462(b) Registration Statement”), then any reference herein to the Registration Statement shall also be deemed to include such 462(b) Registration Statement. As used in this Section 2.1 and elsewhere in this Agreement:

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, “shelf” Registration Statement (as hereinafter defined) on Form F-1 S-3 (File No. 333-234654226045) which became effective on July 16, 2018 (the “Effective Date”), including any related a base prospectus or prospectusesdated July 16, 2018 relating to the securities registered pursuant to such Registration Statement (the “Base Prospectus”), for the registration of the Securities Shares under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement Registration Statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Securities Act and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. On the Effective Date, the Company met the then-applicable requirements for use of Form S-3 under the Securities Act. Except As of the date hereof, the Company meets, and as of the context may otherwise requireClosing Date and each Option Closing Date, such registration statementthe Company will meet, the requirements for use of Form S-3 under the Securities Act. Pursuant to General Instruction I.B.6 of Form S-3, the issuance of the Firm Shares and the Additional Shares is eligible to be registered pursuant to the Prospectus. The term “Registration Statement” as amended, on file with the Commission at the time used in this Agreement means the registration statement became effective (including the Preliminary Prospectus included in the registration statementall exhibits, financial statements, schedules, exhibits schedules and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date Registration Statement pursuant to paragraph (b) of Rule 430A and 430B of the Securities Act (the “Rule 430A Information”Regulations), is referred as amended and/or supplemented to herein as the “Registration Statement.” If date of this Agreement, including the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Base Prospectus. The Registration Statement has been declared is effective by under the Commission on the date hereof. Each prospectus used prior to Securities Act and no stop order preventing or suspending the effectiveness of the Registration Statement, and each prospectus that omitted Statement or suspending or preventing the Rule 430A Information that was used after such effectiveness and prior to use of the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time Prospectus (as defined below) is hereinafter called has been issued by the “Pricing Prospectus.” The final prospectus in the form first furnished Commission and no proceedings for that purpose have been instituted or, to the Underwriters for use in knowledge of the Offering is hereinafter called Company, are threatened by the “ProspectusCommission.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654266206), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●]February 9, 20202024, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654[●]), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, “shelf” Registration Statement (as hereinafter defined) on Form F-1 S-3 (File No. 333-234654234340) which became effective on October 31, 2019 (the “Effective Date”), including any related a base prospectus or prospectusesdated October 31, 2019 relating to the securities registered pursuant to such Registration Statement (the “Base Prospectus”), for the registration of the Securities Shares under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement Registration Statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Securities Act and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. On the Effective Date, the Company met the then-applicable requirements for use of Form S-3 under the Securities Act. Except As of the date hereof, the Company meets, and as of the context may otherwise requireClosing Date and each Option Closing Date, such registration statementthe Company will meet, the requirements for use of Form S-3 under the Securities Act. Pursuant to General Instruction I.B.6 of Form S-3, the issuance of the Firm Shares and the Additional Shares is eligible to be registered pursuant to the Prospectus. The term “Registration Statement” as amended, on file with the Commission at the time used in this Agreement means the registration statement became effective (including the Preliminary Prospectus included in the registration statementall exhibits, financial statements, schedules, exhibits schedules and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date Registration Statement pursuant to paragraph (b) of Rule 430A and 430B of the Securities Act (the “Rule 430A Information”Regulations), is referred as amended and/or supplemented to herein as the “Registration Statement.” If date of this Agreement, including the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Base Prospectus. The Registration Statement has been declared is effective by under the Commission on the date hereof. Each prospectus used prior to Securities Act and no stop order preventing or suspending the effectiveness of the Registration Statement, and each prospectus that omitted Statement or suspending or preventing the Rule 430A Information that was used after such effectiveness and prior to use of the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time Prospectus (as defined below) is hereinafter called has been issued by the “Pricing Prospectus.” Commission and no proceedings for that purpose have been instituted or, to the knowledge of the Company, are threatened by the Commission. The Company proposes to file with the Commission pursuant to Rule 424(b) of the Securities Act Regulations a final prospectus supplement relating to the issuance and sale of the Shares to the Base Prospectus. Such supplemental form of prospectus, in the form first furnished in which it shall be filed with the Commission pursuant to Rule 424(b) (including the Underwriters for use in the Offering Base Prospectus as so supplemented) is hereinafter called the “Prospectus.” Any preliminary form of Prospectus which is filed or used prior to filing of the Prospectus is hereinafter called a “Preliminary Prospectus.” Any reference herein to the “most recent Registration Statement, the Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on or before the last to occur of the Effective Date, the date of the last Preliminary Prospectus included in Prospectus, or the date of the Prospectus, and any reference herein to the terms “amend,” “amendment,” or “supplement” with respect to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include (i) the filing of any document under the Exchange Act after the Effective Date, the date of such Preliminary Prospectus or the date of the Prospectus, as the case may be, which is incorporated by reference, and (ii) any such document so filed. For purposes If the Company has filed an abbreviated registration statement to register additional securities pursuant to Rule 462(b) of the Securities Act Regulations (the “462(b) Registration Statement”), then any reference herein to the Registration Statement shall also be deemed to include such 462(b) Registration Statement. As used in this Section 2.1 and elsewhere in this Agreement:

Filing of Registration Statement. The Promptly following the Closing of the Purchase Agreement, the Company has filed shall file with the Commission SEC a registration statementstatement on Form S-3 (or, and an amendment or amendments theretoif Form S-3 is not then available, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the such form of registration statement that is then available to effect a registration of all Registrable Securities held by the Securities Investor) pursuant to Rule 415 under the Securities ActAct for the purpose of registering under the Securities Act all of the Registrable Securities held by the Investor for resale by, which and for the account of, the Investor as selling stockholders thereunder in order that such registration statement and amendment or amendments have been prepared shall be declared effective by the SEC upon the request of the Company in conformity no later than the expiration of three months from the Closing of the Purchase Agreement (the "Shelf Registration Statement"). The Company shall be obligated to file only one Shelf Registration Statement pursuant to this Agreement, and shall include the Investor therein. Effectiveness Period. Subject to Section 3(b)(i) hereof, the Company shall use its best efforts to keep the Shelf Registration Statement continuously effective, supplemented and amended as required pursuant to the provisions of Section 3(b) hereof to the extent necessary to ensure that (i) it is available for resales by the Investor and (ii) conforms with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits this Agreement and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act and the rules and regulations of the SEC promulgated thereunder as announced from time to time for a period (the “"Effectiveness Period") from the effective date of the Shelf Registration Statement until either of (i) the sale pursuant to the Shelf Registration Statement of all the Registrable Securities or (ii) at such time that the remaining Registrable Securities that are unsold by the Investor can be sold by the Investor (and any affiliates of the Investor with whom the Investor must aggregate their sales under Rule 430A 144) in compliance with Rule 144 in any three-month period without volume limitations and without registration. Investor Information”), is referred . The Investor shall furnish to herein the Company such information as the “Registration Statement.” If Company may reasonably request in writing in connection with the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Shelf Registration Statement, including information regarding the Investor, the Registrable Securities held by the Investor, and each prospectus that omitted the Rule 430A Information that was used after intended method of disposition of such effectiveness and prior securities. The Investor agrees to furnish promptly to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject Company all information required to completion and filed with the Commission on [●], 2020, that was included be disclosed in the Registration Statement immediately prior order to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first make information previously furnished to the Underwriters for use in Company by the Offering is hereinafter called the “ProspectusInvestor not materially misleading.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654226558), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statement, financial statements, schedulesany amendments, exhibits and all other schedules thereto at such time, documents filed as a part thereof or incorporated therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and all the documents and information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”)) or otherwise pursuant to the Securities Act Regulations at such time, is referred to herein as the “Registration Statement.” The Registration Statement at the time it originally became effective is referred to herein as the “Initial Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on August 24, 2018. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654214874), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Act and the rules and regulations of the Commission under the Act (the “Securities ActAct Regulations”) and will contain all material statements that are required to be stated therein in accordance with the Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act Regulations (the “Rule 430A Information”)), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020[ ] 2016, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:.

Filing of Registration Statement. Subject to the provisions of Section 2(b) hereof, the Company shall use its reasonable best efforts to file with the SEC as promptly as is reasonably practicable, and in any event, on or before July 13, 2022, a Registration Statement on Form S-3, or such other comparable form as may be appropriate and available (a “Registration Statement”) under Rule 415 under the Securities Act relating to the issuance or resale, as applicable, of the Registrable Shares by any Holder upon redemption of, or in exchange for, the OP Units received upon closing of the transactions contemplated by the Contribution Agreement held by such Holder. The Company has shall use its reasonable best efforts to cause such Registration Statement to become or be declared effective by the SEC for all of the Registrable Shares covered thereby as soon as practicable thereafter. The Company shall use its reasonable best efforts to keep the Registration Statement (or a successor Registration Statement filed with respect to the Commission Registrable Shares) continuously effective until the date (the “Shelf Registration Expiration Date”) on which all Registrable Shares have been disposed of by the Holders. To the extent the Company is a registration statement, and an amendment or amendments thereto, on Form F-1 well-known seasoned issuer (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities as defined in Rule 405 under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission ) at the time that an Registration Statement is to be filed, the Company may file an automatic shelf registration statement became effective (including the Preliminary which covers such Registrable Shares or, in lieu of filing a new Registration Statement, may file a Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (bRule 424(b) of Rule 430A of under the Securities Act (or any successor provision) or post-effective amendment, as applicable, to include, in accordance with Rule 430B under the “Rule 430A Information”Securities Act (or any successor provision), is referred to herein as such Registrable Shares in an automatic shelf registration statement previously filed by the “Company (in each case, such Prospectus together with such previously filed Registration Statement will be considered the Registration Statement.). The Holders will not offer or sell, without the Company’s consent, any Registrable Shares by means of any “free writing prospectus” If (as defined in Rule 405 under the Company files any registration statement Securities Act) that is required to be filed by the Holders with the SEC pursuant to Rule 462(b) of 433 under the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant Act (any free writing prospectus consented to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration StatementCompany, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Permitted Free Writing Prospectus”).” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654333- ), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202018, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed agrees, at its expense, to file a registration statement with the Securities and Exchange Commission a to register the Warrants and the Warrant Shares under the Act, and to take such other actions as may be necessary to allow the Warrants and the Warrant Shares to be freely tradable, without restrictions, in compliance with all regulatory requirements. Such registration statement shall be filed promptly and the Company will use its best efforts to cause the registration statement to become effective within 120 days after the date of this Agreement. The Company will make all filings required under applicable state securities or "blue sky" laws so that the Warrants and Warrant Shares being registered shall be registered or qualified for sale under the securities or blue sky laws of such jurisdictions as shall be reasonably appropriate for distribution of the Warrants and Warrant Shares covered by the registration statement. The registration statement shall be a "shelf" registration pursuant to Rule 415 (or similar rule that may be adopted by the Securities and Exchange Commission) and shall provide that each Holder's plan of distribution is to offer and sell Warrant Shares from time to time at market prices or prices related to market prices; provided, that the registration statement may be amended to provide for an underwritten public offering of Warrant Shares if the Holders submit to the Company a written notice to such effect with a copy of the applicable underwriting documents and such other relevant information concerning the offering as the Company may request. The Company shall keep such registration statement effective until the earlier of (a) completion of the distribution or distributions being made pursuant thereto, and an amendment or amendments thereto, on (b) such time as all of the Holders are eligible to sell their Warrant Shares under Rule 144(k) under the Act. The Company shall utilize Form F-1 S-3 if it qualifies for such use. The Company will furnish to the Holders of Warrants and Warrant Shares registered for sale under the Act (File No. 333-234654)the "Selling Securities Holders") such numbers of copies of a prospectus, including any related prospectus or prospectusesa preliminary prospectus, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except Act and such other related documents as the context Selling Securities Holders may otherwise require, such registration statement, as amended, on file with reasonably request in order to effect the Commission at sale of the time the Warrants and Warrant Shares. To effect any offering pursuant to a registration statement became effective (including under this Section, the Preliminary Prospectus included Company shall enter into an agreement containing customary representations and warranties, and indemnification and contribution provisions, all for the benefit of Selling Securities Holders, and, in the registration statementcase of an Underwritten public offering, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective an underwriting agreement with an investment banking firm selected by the Commission on the date hereof. Each prospectus used prior Selling Security Holders and reasonably acceptable to the effectiveness of the Registration StatementCompany, containing such customary representations and warranties, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness indemnification and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:contribution provisions

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654208650), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Act and the rules and regulations of the Commission under the Act (the “Securities ActAct Regulations”) and will contain all material statements that are required to be stated therein in accordance with the Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act Regulations (the “Rule 430A Information”)), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●______________], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters Placement Agent for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has prepared and filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and published rules and regulations thereunder (the “Securities Act Regulations”) adopted by the Securities and Exchange Commission (the “Commission”), a “shelf” Registration Statement (as hereinafter defined) on Form S-3 (File No. Except 333-197820), which became effective on August 21, 2014 (the “Effective Date”), including a base prospectus relating to the securities registered pursuant to such Registration Statement (the “Base Prospectus”), and such amendments and supplements thereto as may have been required to the context may otherwise require, date of this Agreement. The term “Registration Statement” as used in this Agreement means such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statementall exhibits, financial statements, schedules, exhibits schedules and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date Registration Statement pursuant to paragraph (b) of Rule 430A of under the Securities Act (the “Rule 430A Information”Regulations), is referred as amended and/or supplemented to herein as the “Registration Statement.” If date of this Agreement, including the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Base Prospectus. The Registration Statement has been declared is effective by under the Commission on the date hereof. Each prospectus used prior to Securities Act and no stop order preventing or suspending the effectiveness of the Registration StatementStatement or suspending or preventing the use of the Prospectus has been issued by the Commission and no proceedings for that purpose have been instituted or, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution knowledge of the Company, are threatened by the Commission. The Company, if required by the Securities Act Regulations of the Commission, will file the Prospectus (as defined below), with the Commission pursuant to Rule 424(b) under the Securities Act Regulations. The term “Prospectus,” as used in this Agreement means the prospectus, in the form in which it is to be filed with the Commission pursuant to Rule 424(b) under the Securities Act Regulations, or, if the prospectus is not to be filed with the Commission pursuant to Rule 424(b), the prospectus in the form included as part of the Registration Statement as of the Effective Date; provided that, if any revised prospectus or prospectus supplement shall be provided to the Placement Agent by the Company for use in connection with the offering and delivery sale of this Agreementthe Securities which differs from the prospectus (whether or not such revised prospectus or prospectus supplement is required to be filed by the Company pursuant to Rule 424(b) under the Securities Act Regulations), the term “Prospectus” shall refer to such revised prospectus or prospectus supplement, as the case may be, from and after the time it is herein first provided to the Placement Agent for such use. Any preliminary prospectus or prospectus subject to completion included in the Registration Statement or filed with the Commission pursuant to Rule 424 under the Securities Act Regulations is hereafter called a “Preliminary Prospectus.” The Preliminary Any reference herein to the Registration Statement, Base Prospectus, subject to completion and filed with Preliminary Prospectus or the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” Prospectus shall be deemed to refer to and include the latest documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on or before the last to occur of the Effective Date, the date of the Preliminary Prospectus included in Prospectus, or the date of the Prospectus, and any reference herein to the terms “amend,” “amendment,” or “supplement” with respect to the Registration Statement, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include (i) the filing of any document under the Exchange Act after the Effective Date, the date of such Preliminary Prospectus or the date of the Prospectus, as the case may be, which is incorporated by reference and (ii) any such document so filed. For purposes of this Agreement:If the Company has filed an abbreviated registration statement to register additional securities pursuant to Rule 462(b) under the Securities Act Regulations (the “462(b) Registration Statement”), then any reference herein to the Registration Statement shall also be deemed to include such 462(b) Registration Statement.

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654270499), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on the date hereofMarch 20, 2024. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●]January 24, 20202024, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with After the Commission a registration statementEffective Time, and an amendment or amendments thereto, on Form F-1 (File No. 333Syntax-234654), including any related prospectus or prospectuses, for Brillian shall cause the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed Syntax-Brillian Common Stock to be a part thereof as of the Effective Date pursuant to paragraph (b) of registered under Rule 430A 415 of the Securities Act so as to permit the resale thereof, and in connection therewith shall prepare and file a Registration Statement on Form S-3 or S-1 (the “Rule 430A Information”), is referred to herein as as, the “Registration Statement.” If ”) with the Company files SEC with respect to the Syntax-Brillian Common Stock as soon as practicable after the Effective Time hereof, but no later than 30 days after the Effective Time, and shall use its best efforts to cause the Registration Statement to become effective as soon as practicable, but in no event later than 60 days after the Closing Date (the “Filing Effective Date”); provided, however, that Great Step, as holder of the Syntax-Brillian Common Stock, shall provide all such information and materials to Syntax-Brillian and take all such action as may be required in order to permit Syntax-Brillian to comply with all applicable requirements of the SEC and to obtain any registration statement desired acceleration of the effective date of such Registration Statement. The offering made pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant shall not be underwritten. Syntax-Brillian agrees to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of provide promptly such information concerning its business and financial statements and affairs as may be reasonably required or appropriate for inclusion in the Registration Statement, or in any amendments or supplements thereto, and each prospectus that omitted to cause its counsel and auditors to cooperate in the Rule 430A Information that was used after such effectiveness and preparation of the same. Syntax-Brillian will promptly advise Great Step in writing if, at any time prior to the execution and delivery Filing Effective Date, Syntax-Brillian shall obtain knowledge of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject any facts that might make it necessary or appropriate to completion and filed with the Commission on [●], 2020, that was included in amend or supplement the Registration Statement immediately prior in order to make the Applicable Time statements contained or incorporated by reference therein not misleading or to comply with applicable law. Syntax-Brillian shall also take any commercially reasonable action (as defined belowother than qualifying to do business in any state in which it is not now so qualified or filing a general consent to service of process) is hereinafter called required to be taken under any applicable state securities laws in connection with the “Pricing Prospectus.” The final prospectus in registration and qualification of the form first furnished Syntax-Brillian Common Stock to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference be issued pursuant to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:.

Filing of Registration Statement. The Company has filed with the Commission a An “automatic shelf registration statement” as defined in Rule 405 under the Securities Act of 1933, and an amendment or amendments theretoas amended (the “1933 Act”), on Form F-1 S-3 (File No. 333-234654157406) in respect of the Notes, including a form of prospectus (the “Base Prospectus”), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have has been prepared and filed by the Company not earlier than three years prior to the date hereof, in conformity with the requirements of the 1933 Act and the rules and regulations (the “1933 Act Regulations”) of the Securities and Exchange Commission (the “Commission”) thereunder. The Company and the transactions contemplated by this Agreement meet the requirements of, and comply with the conditions for the use of, Form S-3 under the 1933 Act. Except as the context may otherwise require, such Such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and which shall be deemed to include all information deemed to be a part thereof as of omitted therefrom in reliance upon Rules 430A, 430B or 430C under the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”)1933 Act, is herein referred to herein as the “Registration Statement.” and became effective under the 1933 Act upon filing with the Commission. If the Company files any has filed a registration statement pursuant to Rule 462(bRules 413(b) of and 462(e) under the Securities 1933 Act, then after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such registration statement filed pursuant statement. No post-effective amendment to Rule 462(b). The the Registration Statement has been declared effective by the Commission on filed as of the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement. As used herein, the term “Prospectus” means the form of prospectus relating to the Notes first filed with the Commission pursuant to and within the time limits described in Rule 424(b) under the 1933 Act and in accordance with Section 3(a). The Base Prospectus, as supplemented by each preliminary prospectus (including any preliminary prospectus supplement) relating to the Notes filed with the Commission pursuant to Rule 424(b) under the 1933 Act, including the documents incorporated by reference in the Base Prospectus is herein called referred to as a “Preliminary Prospectus.” The Preliminary Prospectus, subject Any reference herein to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior Statement, any Preliminary Prospectus or to the Applicable Time (as defined below) is hereinafter called Prospectus or to any amendment or supplement to any of the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” foregoing documents shall be deemed to refer to and include the latest documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the 1933 Act, as of the effective date of the Registration Statement or the date of such Preliminary Prospectus included in or the Prospectus, as the case may be, and any reference to “amend,” “amendment” or supplement with respect to the Registration Statement. For purposes , any Preliminary Prospectus or the Prospectus shall be deemed to include any documents incorporated by reference therein, and any supplements or amendments thereto, filed with the Commission after the date of this Agreement:filing of the Prospectus under Rule 424(b) under the 1933 Act, and prior to the termination of the offering of the Notes by the Underwriters.

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654217355), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202017, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654237260), including any related prospectus or prospectuses, for the registration of the Securities Firm Shares under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●]March 18, 20202021, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654219709), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202017, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654249687), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654249857), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been and will be prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contain and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statementany amendments thereto, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A of the Securities Act Regulations (the “Rule 430A Information”), ) or otherwise pursuant to the Securities Act Regulations is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●]completion, 2020dated January 13, 2021, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters Representative for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:.

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654194009), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statement, financial statements, schedulesany amendments thereto to such time, exhibits and all other schedules thereto at such time, documents filed as a part thereof or incorporated therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and all the documents and information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”)) or otherwise pursuant to the Securities Act Regulations at such time, is referred to herein as the “Registration Statement.” The Registration Statement at the time it originally became effective is referred to herein as the “Initial Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on March 4, 2014. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has filed with the Commission a An “automatic shelf registration statement” as defined in Rule 405 under the Securities Act of 1933, and an amendment or amendments theretoas amended (the “1933 Act”), on Form F-1 S-3 (File No. 333-234654157406) in respect of the Notes, including a form of prospectus (the “Base Prospectus”), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have has been prepared and filed by the Company not earlier than three years prior to the date hereof, in conformity with the requirements of the 1933 Act and the rules and regulations (the “1933 Act Regulations”) of the Securities and Exchange Commission (the “Commission”) thereunder. The Company and the transactions contemplated by this Agreement meet the requirements of, and comply with the conditions for the use of, Form S-3 under the 1933 Act. Except as the context may otherwise require, such Such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and which shall be deemed to include all information deemed to be a part thereof as of omitted therefrom in reliance upon Rules 430A, 430B or 430C under the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”)1933 Act, is herein referred to herein as the “Registration Statement.” and became effective under the 1933 Act upon filing with the Commission. If the Company files any has filed a registration statement pursuant to Rule 462(bRules 413(b) of and 462(e) under the Securities 1933 Act, then after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such registration statement filed pursuant statement. No post-effective amendment to Rule 462(b). The the Registration Statement has been declared effective by the Commission on filed as of the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement. As used herein, the term “Prospectus” means the form of prospectus relating to the Notes first filed with the Commission pursuant to and within the time limits described in Rule 424(b) under the 1933 Act and in accordance with Section 3(a). The Base Prospectus, as supplemented by each preliminary prospectus (including any preliminary prospectus supplement) relating to the Notes filed with the Commission pursuant to Rule 424(b) under the 1933 Act, including the documents incorporated by reference in the Base Prospectus is herein called referred to as a “Preliminary Prospectus.” The Preliminary Prospectus, subject Any reference herein to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior Statement, any Preliminary Prospectus or to the Applicable Time (as defined below) is hereinafter called Prospectus or to any amendment or supplement to any of the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” foregoing documents shall be deemed to refer to and include the latest documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the 1933 Act, as of the effective date of the Registration Statement or the date of such Preliminary Prospectus included in or the Prospectus, as the case may be, and any reference to “amend,” “amendment” or “supplement” with respect to the Registration Statement. For purposes , any Preliminary Prospectus or the Prospectus shall be deemed to include any documents incorporated by reference therein, and any supplements or amendments thereto, filed with the Commission after the date of this Agreement:filing of the Prospectus under Rule 424(b) under the 1933 Act, and prior to the termination of the offering of the Notes by the Underwriters.

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654264462), including any related prospectus or prospectuses, for the registration of certain securities of the Securities Company, including the Securities, for sale from time to time under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and statement, including any amendment or amendments have been thereto, was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statementany amendments thereto, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”), ) or otherwise pursuant to the Securities Act Regulations is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been at the time it originally became effective is referred to herein as the “Initial Registration Statement.” The Registration Statement was declared effective by the Commission on May 5, 2022. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654221906), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202018, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654270499), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on the date hereof[●], 2023. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202023, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654268564), including any related prospectus or prospectuses, for the registration of certain securities of the Securities Company, including the Securities, for sale from time to time under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and statement, including any amendment or amendments have been thereto, was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statementany amendments thereto, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”), ) or otherwise pursuant to the Securities Act Regulations is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been at the time it originally became effective is referred to herein as the “Initial Registration Statement.” The Registration Statement was declared effective by the Commission on December 6, 2022. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has filed with (a) As soon as practicable, but in any event no later than 15 days after the Commission Effective Time, Buyer shall file a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which "shelf" registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of 415 under the Securities Act (the “Rule 430A Information”), is referred to herein as the “"Registration Statement.” If ") with respect to the Company files any registration statement Registrable Securities to be issued to the Holders pursuant to Rule 462(b) of the Securities Act, then after such filing, Merger Agreement. Buyer agrees that the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective will cover, in the event the Minimum Merger Shares are issued in the Merger, 1,363,822 shares of Buyer Class A Common Stock or, in the event the Maximum Merger Shares are issued in the Merger, 3,636,860 shares of Buyer Class A Common Stock. In the event that the number of shares of Buyer Class A Common Stock that are covered by the Commission on Registration Statement is less than the date hereof. Each prospectus used prior to number of Registrable Securities, Buyer shall, as promptly as practicable after the effectiveness issuance of Registrable Securities not covered by the Registration Statement, file an additional "shelf" registration statement and each prospectus that omitted the Rule 430A Information that was used after Buyer shall comply with all of its obligations set forth in this Exhibit E with respect to such effectiveness and prior additional registration statement to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (same extent as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in if such registration statement were the Registration Statement. For purposes Buyer shall use its commercially reasonable efforts to (i) have the Registration Statement declared effective on or before the Target Date, and (ii) keep the Registration Statement continuously effective from the date such Registration Statement is declared effective until the Termination Date. (b) Subject to Section 9 hereof, Buyer shall promptly supplement or amend, if necessary, the Registration Statement as required by the registration form utilized by Buyer or by the instructions applicable to such registration form or by the Securities Act and, in each case, Buyer shall furnish to the holders of this Agreement:the Registrable Securities to which the Registration Statement relates and the managing underwriters, if any, copies of any such supplement or amendment prior to its being used and/or filed with the Commission. Buyer shall pay all Registration Expenses incurred in connection with the Registration Statement and any supplements or amendments thereto, whether or not it becomes effective, and whether all, none or some of the Registrable Securities are sold pursuant to the Registration Statement. 2.2

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654262367), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202023, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with As soon as practicable, but in no event later than 35 days following the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 Closing Date (File No. 333-234654as that term is defined in the Merger Agreement), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on Issuer shall file with the Securities and Exchange Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A InformationSEC”), is referred to herein as ) a registration statement on Form S-3 (the “Registration Statement.” If ”) covering the Company files resale of the Merger Consideration Shares other than the Indemnity Withhold Shares (as that term is defined in the Merger Agreement) (the “Registrable Shares”). Notwithstanding the foregoing, the Issuer shall have no obligation to register on the Registration Statement any registration statement Registrable Shares held by a Stockholder if such Stockholder has not delivered to the Issuer a duly completed and executed Selling Stockholder Questionnaire, in the form of Exhibit A (a “Stockholder Questionnaire”); provided, however, that if such Registrable Shares shall have been omitted from the Registration Statement pursuant to Rule 462(b) this sentence and the Issuer receives a duly completed and executed Stockholder Questionnaire from the Stockholder, then within 10 days of the Securities Act, then after Issuer’s receipt of such filingStockholder Questionnaire, the term “Registration Statement” Issuer shall include such registration statement filed pursuant to Rule 462(b). The amend or supplement the Registration Statement has to register for resale such Registrable Shares initially omitted therefrom, provided, further, however, that if the Registration Statement shall have been declared effective by the Commission on SEC, the date hereof. Each prospectus used prior Issuer shall have no obligation to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior file a post-effective amendment to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior pursuant to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished foregoing proviso but shall, to the Underwriters for use in extent permitted under rules and regulations promulgated by the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in SEC, supplement the Registration Statement. For purposes of this Agreement:Statement to register for resale such omitted such Registrable Shares.

Filing of Registration Statement. (a) The Company has shall prepare and file or cause to be prepared and filed with the Securities and Exchange Commission (“SEC” or the “Commission”), as soon as practicable but in any event no later than forty-five (45) days after the Closing Date, a registration statement, and an amendment or amendments thereto, Registration Statement on Form F-1 S-3 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by such other form as the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed is then eligible to use) for an offering to be made on a part thereof as of the Effective Date delayed or continuous basis pursuant to paragraph (b) of Rule 430A 415 of the Securities Act registering the resale from time to time by the Investor of the Shares pursuant to plans of distribution acceptable to Investor (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b”). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior Investor agrees to promptly provide to the effectiveness of Company, in writing, such information as the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters Company may reasonably request for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included inclusion in the Registration Statement. For purposes The Company shall use its reasonable best efforts to cause the Registration Statement to be declared effective under the Securities Act no later than the earlier of this Agreement:(i) ninety (90) days after the Closing Date or in the event of SEC review, one hundred and twenty (120) days after the Closing Date and (ii) the third business day following the date on which the Company is notified (orally or in writing, whichever is earlier) by the SEC that the Registration Statement will not be reviewed or is no longer subject to further review and comments (the “Effectiveness Deadline”), unless upon the advice of counsel it is advisable not to accelerate the effectiveness of such Registration Statement, for such reasons including but not limited to, the Company issues an earnings release or material news or a material event relating to the Company occurs in which case such third business day shall be the third business day following the fifteen (15) calendar day period after such event occurs, and to keep such Registration Statement continuously effective under the Securities Act until the earlier of (i) the date on which all Shares covered by the Registration Statement may be sold pursuant to SEC Rule 144 without the requirement for the Company to be in compliance with the current public information required under SEC Rule 144 and without volume or manner of sale restriction by persons who are not affiliates of the Company, or (ii) such date as all Shares registered on such Registration Statement have been resold either pursuant to such Registration Statement or under SEC Rule 144 (the earlier to occur of (i) or (ii) is the “Registration Termination Date”).

Filing of Registration Statement. The Company has prepared and filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statementAct of 1933, as amendedamended (the “Securities Act”), and published rules and regulations thereunder (the “Rules and Regulations”) adopted by the Securities and Exchange Commission (the “Commission”) a “shelf” Registration Statement (as hereinafter defined) on file with Form S-3 (File No. 333-204159, which became effective as of May 28, 2015 (the Commission at “Effective Date”), including a base prospectus dated May 26, 2015 relating to the time securities registered pursuant to such Registration Statement (the “Base Prospectus”), and such amendments and supplements thereto as may have been required to the date of this Agreement. The term “Registration Statement” as used in this Agreement means the registration statement became effective (including the Preliminary Prospectus included in the registration statementall exhibits, financial statements, schedules, exhibits schedules and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement Statement pursuant to Rule 462(b) 430A and Rule 430B of the Securities ActRules and Regulations), then after such filingas amended and/or supplemented prior to the date of this Agreement, including the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Base Prospectus. The Registration Statement has been declared is effective by under the Commission on the date hereof. Each prospectus used prior to Securities Act and no stop order preventing or suspending the effectiveness of the Registration StatementStatement or suspending or preventing the use of the Prospectus (as defined below) has been issued by the Commission and no proceedings for that purpose have been instituted or are threatened by the Commission. The Company, if required by the Rules and each prospectus that omitted Regulations of the Commission, will file the Prospectus with the Commission pursuant to Rule 430A Information that was 424(b) of the Rules and Regulations. The term “Prospectus” as used after such effectiveness and prior in this Agreement means the final prospectus, in the form in which it is to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and be filed with the Commission on [●]pursuant to Rule 424(b) of the Rules and Regulations (including the Base Prospectus) pursuant to Section 4(a), 2020or, if the Prospectus is not to be filed with the Commission pursuant to Rule 424(b), the Prospectus in the form included as part of the Registration Statement as of the Effective Date, except that was if any revised prospectus, prospectus supplement or preliminary prospectus supplement shall be provided to the Underwriters by the Company for use in connection with the offering and sale of the Shares which differs from the Prospectus (whether or not such revised prospectus, prospectus supplement or preliminary prospectus supplement is required to be filed by the Company pursuant to Rule 424(b) of the Rules and Regulations), the term “Prospectus” shall refer to such revised prospectus, prospectus supplement or preliminary prospectus supplement, as the case may be (including any Preliminary Prospectus, as defined below, together with the Base Prospectus), from and after the time it is first provided to the Underwriters for such use (or in the form first made available to the Underwriters by the Company to meet requests of prospective purchasers pursuant to Rule 173 of the Rules and Regulations). The term “Preliminary Prospectus” means any preliminary prospectus relating to the securities included in the Registration Statement immediately prior or filed with the Commission pursuant to Rule 424(b) of the Rules and Regulations, including any preliminary prospectus supplement thereto relating to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished Shares. Any reference herein to the Underwriters for use in Registration Statement or the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on or before the last to occur of the Effective Date, or the date of the Prospectus, and any reference herein to the terms “amend,” “amendment,” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include (i) the filing of any document under the Exchange Act after the Effective Date or the date of the Prospectus, as the case may be, which is incorporated by reference and (ii) any such document so filed. If the Company has filed an abbreviated registration statement to register additional securities pursuant to Rule 462(b) under the Rules and Regulations (the “462(b) Registration Statement. For purposes of this Agreement:”), then any reference herein to the Registration Statement shall also be deemed to include such 462(b)

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654222269), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202018, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has prepared and filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statementAct of 1933, as amendedamended (the “Securities Act”), and published rules and regulations thereunder (the “Rules and Regulations”) adopted by the Securities and Exchange Commission (the “Commission”) a “shelf” Registration Statement (as hereinafter defined) on file with Form S-3 (File No. 333-193250, which became effective as of February 5, 2014 (the Commission at “Effective Date”), including a base prospectus dated January 31, 2014 relating to the time securities registered pursuant to such Registration Statement (the “Base Prospectus”), and such amendments and supplements thereto as may have been required to the date of this Agreement. The term “Registration Statement” as used in this Agreement means the registration statement became effective (including the Preliminary Prospectus included in the registration statementall exhibits, financial statements, schedules, exhibits schedules and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement Statement pursuant to Rule 462(b) 430A and Rule 430B of the Securities ActRules and Regulations), then after such filingas amended and/or supplemented prior to the date of this Agreement, including the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Base Prospectus. The Registration Statement has been declared is effective by under the Commission on the date hereof. Each prospectus used prior to Securities Act and no stop order preventing or suspending the effectiveness of the Registration StatementStatement or suspending or preventing the use of the Prospectus (as defined below) has been issued by the Commission and no proceedings for that purpose have been instituted or are threatened by the Commission. The Company, if required by the Rules and each prospectus that omitted Regulations of the Commission, will file the Prospectus with the Commission pursuant to Rule 430A Information that was 424(b) of the Rules and Regulations. The term “Prospectus” as used after such effectiveness and prior in this Agreement means the final prospectus, in the form in which it is to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and be filed with the Commission on [●]pursuant to Rule 424(b) of the Rules and Regulations (including the Base Prospectus) pursuant to Section 4(a), 2020or, if the Prospectus is not to be filed with the Commission pursuant to Rule 424(b), the Prospectus in the form included as part of the Registration Statement as of the Effective Date, except that was if any revised prospectus, prospectus supplement or preliminary prospectus supplement shall be provided to the Underwriter by the Company for use in connection with the offering and sale of the Shares which differs from the Prospectus (whether or not such revised prospectus, prospectus supplement or preliminary prospectus supplement is required to be filed by the Company pursuant to Rule 424(b) of the Rules and Regulations), the term “Prospectus” shall refer to such revised prospectus, prospectus supplement or preliminary prospectus supplement, as the case may be (including any Preliminary Prospectus, as defined below, together with the Base Prospectus), from and after the time it is first provided to the Underwriter for such use (or in the form first made available to the Underwriter by the Company to meet requests of prospective purchasers pursuant to Rule 173 of the Rules and Regulations). The term “Preliminary Prospectus” means any preliminary prospectus relating to the securities included in the Registration Statement immediately prior or filed with the Commission pursuant to Rule 424(b) of the Rules and Regulations, including any preliminary prospectus supplement thereto relating to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished Shares. Any reference herein to the Underwriters for use in Registration Statement or the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on or before the last to occur of the Effective Date, or the date of the Prospectus, and any reference herein to the terms “amend,” “amendment,” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include (i) the filing of any document under the Exchange Act after the Effective Date or the date of the Prospectus, as the case may be, which is incorporated by reference and (ii) any such document so filed. If the Company has filed an abbreviated registration statement to register additional securities pursuant to Rule 462(b) under the Rules and Regulations (the “462(b) Registration Statement. For purposes of this Agreement:”), then any reference herein to the Registration Statement shall also be deemed to include such 462(b)

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654263755), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●[ ], 20202023, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the United States Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654)193360, including any related prospectus or prospectuses, for the registration of the Public Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and, as of the Effective Date thereof, will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act Regulations (the “Rule 430A Information”)), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on as of the date hereofApplicable Time (as defined below). Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on completion, dated [●•], 20202014, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:.

Filing of Registration Statement. The Company Trust has prepared and filed with the Securities and Exchange Commission (the "Commission") a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-11 (File No. 333-234654152825), including any related which contains a form of prospectus or prospectuses, for to be used in connection with the registration public offering and sale of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities ActShares. Except as the context may otherwise require, such Such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as a part thereof or incorporated therein amended, and all the rules and regulations promulgated thereunder (collectively, the "Securities Act"), including any required information deemed to be a part thereof as at the time of the Effective Date effectiveness pursuant to paragraph (b) of Rule 430A of under the Securities Act (the “Rule 430A Information”)Act, is referred to herein as called the “"Registration Statement.” If the Company files any ". Any registration statement filed by the Trust pursuant to Rule 462(b) under the Securities Act is called the "Rule 462(b) Registration Statement", and from and after the date and time of filing of the Securities Act, then after such filing, Rule 462(b) Registration Statement the term “"Registration Statement” " shall include such registration statement filed pursuant to the Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the ) Registration Statement, and each . Any preliminary prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called a "preliminary prospectus." The term "Prospectus" shall mean the “Pricing Prospectus.” The final prospectus in relating to the Shares that is first filed pursuant to Rule 424(b) under the Securities Act after the date and time that this Agreement is executed and delivered by the parties hereto (the "Execution Time") or, if no filing pursuant to Rule 424(b) under the Securities Act is required, shall mean the form first furnished of final prospectus relating to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus Shares included in the Registration Statement at the effective date. All references in this Agreement to the Registration Statement. For purposes , the Rule 462(b) Registration Statement, a preliminary prospectus, the Prospectus, or any amendments or supplements to any of this Agreement:the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("XXXXX").

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654251342), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202021, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654237260), including any related prospectus or prospectuses, for the registration of the Securities Firm Shares under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202021, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654333-[●]), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202017, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 F-3 (File No. 333-234654272374), including any related prospectus or prospectuses, for the registration of certain securities of the Securities Company, including the Securities, for sale from time to time under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and statement, including any amendment or amendments have been thereto, was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statementany amendments thereto, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”), ) or otherwise pursuant to the Securities Act Regulations is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been at the time it originally became effective is referred to herein as the “Initial Registration Statement.” The Registration Statement was declared effective by the Commission on June 14, 2023. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 6 of Form F-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Subject to the terms and conditions of this Agreement, the Company has filed with the Commission shall prepare a registration statement, and an amendment or amendments thereto, Registration Statement on Form F-1 (File No. 333-234654)S-3, including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment other applicable form if Form S-3 is not available or amendments have has been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof rescinded or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act replaced (the “Rule 430A InformationInitial Registration Statement”), is referred with respect to herein as the Registrable Securities and shall file the Initial Registration Statement with the Securities and Exchange Commission (the “SEC”) as promptly as possible after the date hereof, but in any event within thirty (30) days following the Closing Date (as defined in the Purchase Agreement) (the “Filing Deadline”). The Initial Registration Statement.” If the Company files , and any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such other registration statement filed pursuant to this Agreement, shall include a plan of distribution substantially in the form set forth in Exhibit A (the “Plan of Distribution”), except if otherwise directed by the Investors or required by the SEC. Notwithstanding the registration obligations set forth in this Section 1.1, if the SEC informs the Company that all of the Registrable Securities cannot, as a result of the application of Rule 462(b415 under the Securities Act of 1933, as amended (the “Securities Act”). The , be registered for resale as a secondary offering on a single registration statement, the Company agrees to promptly (i) inform each of the holders thereof and use its reasonable best efforts to file amendments to the Initial Registration Statement has been declared effective as required by the Commission SEC and/or (ii) withdraw the Initial Registration Statement and file a new registration statement (a “New Registration Statement”), in either case covering the maximum number of Registrable Securities permitted to be registered by the SEC, on Form S-3 or such other form available to register for resale the date hereof. Each prospectus used Registrable Securities as a secondary offering; provided, however, that prior to the effectiveness of the filing such amendment or New Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior Company shall be obligated to use reasonable best efforts to advocate with the SEC for the registration of all of the Registrable Securities in accordance with the SEC Guidance, including without limitation, the Manual of Publicly Available Telephone Interpretations D.29. Notwithstanding any other provision of this Agreement to the execution contrary, if any written or oral guidance, comments, requirements or requests of the SEC staff (“SEC Guidance”) sets forth a limitation of the number of Registrable Securities permitted to be registered on a particular Registration Statement as a secondary offering (and delivery notwithstanding that the Company used diligent efforts to advocate with the SEC for the registration of this Agreementall or a greater number of Registrable Securities), is herein called unless otherwise directed in writing by a “Preliminary Prospectus.” The Preliminary ProspectusHolder as to its Registrable Securities, the number of Registrable Securities to be registered on such Registration Statement will be reduced with respect to each Holder on a pro rata basis based on the total number of unregistered Registrable Securities held by such Holders, subject to completion and filed a determination by the SEC that certain Holders must be reduced first based on the number of Registrable Securities held by such Holders). In the event the Company amends the Initial Registration Statement or files a New Registration Statement, as the case may be, under clauses (i) or (ii) above, the Company will use reasonable best efforts to file with the Commission SEC, as promptly as allowed by the SEC or SEC Guidance provided to the Company or to registrants of securities in general, one or more registration statements on [●]Form S-3 or such other form available to register for resale those Registrable Securities that were not registered for resale on the Initial Registration Statement, 2020as amended, that was included in or the New Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Additional Registration StatementStatements”). For purposes of this Agreement:, the Filing Deadline of an Additional Registration Statement shall be the fifth (5th) trading day after the date that the Company is allowed to file such Additional Registration Statement by the SEC or SEC Guidance provided to the Company and the Initial Registration Statement, any New Registration Statement and any Additional Registration Statement may be referred to as a “Registration Statement.”

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654249687), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●]December 15, 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has prepared and filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statementAct of 1933, as amendedamended (the “Securities Act”), and published rules and regulations thereunder (the “Rules and Regulations”) adopted by the Securities and Exchange Commission (the “Commission”) a “shelf” Registration Statement (as hereinafter defined) on file with Form S-3 (File No. 333-193250, which became effective as of February 5, 2014 (the Commission at “Effective Date”), including a base prospectus dated January 31, 2014 relating to the time securities registered pursuant to such Registration Statement (the “Base Prospectus”), and such amendments and supplements thereto as may have been required to the date of this Agreement. The term “Registration Statement” as used in this Agreement means the registration statement became effective (including the Preliminary Prospectus included in the registration statementall exhibits, financial statements, schedules, exhibits schedules and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement Statement pursuant to Rule 462(b) 430A and Rule 430B of the Securities ActRules and Regulations), then after such filingas amended and/or supplemented prior to the date of this Agreement, including the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Base Prospectus. The Registration Statement has been declared is effective by under the Commission on the date hereof. Each prospectus used prior to Securities Act and no stop order preventing or suspending the effectiveness of the Registration StatementStatement or suspending or preventing the use of the Prospectus (as defined below) has been issued by the Commission and no proceedings for that purpose have been instituted or are threatened by the Commission. The Company, if required by the Rules and each prospectus that omitted Regulations of the Commission, will file the Prospectus with the Commission pursuant to Rule 430A Information that was 424(b) of the Rules and Regulations. The term “Prospectus” as used after such effectiveness and prior in this Agreement means the final prospectus, in the form in which it is to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and be filed with the Commission on [●]pursuant to Rule 424(b) of the Rules and Regulations (including the Base Prospectus) pursuant to Section 4(a), 2020or, if the Prospectus is not to be filed with the Commission pursuant to Rule 424(b), the Prospectus in the form included as part of the Registration Statement as of the Effective Date, except that was if any revised prospectus, prospectus supplement or preliminary prospectus supplement shall be provided to the Underwriters by the Company for use in connection with the offering and sale of the Shares which differs from the Prospectus (whether or not such revised prospectus, prospectus supplement or preliminary prospectus supplement is required to be filed by the Company pursuant to Rule 424(b) of the Rules and Regulations), the term “Prospectus” shall refer to such revised prospectus, prospectus supplement or preliminary prospectus supplement, as the case may be (including any Preliminary Prospectus, as defined below, together with the Base Prospectus), from and after the time it is first provided to the Underwriters for such use (or in the form first made available to the Underwriters by the Company to meet requests of prospective purchasers pursuant to Rule 173 of the Rules and Regulations). The term “Preliminary Prospectus” means any preliminary prospectus relating to the securities included in the Registration Statement immediately prior or filed with the Commission pursuant to Rule 424(b) of the Rules and Regulations, including any preliminary prospectus supplement thereto relating to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished Shares. Any reference herein to the Underwriters for use in Registration Statement or the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on or before the last to occur of the Effective Date, or the date of the Prospectus, and any reference herein to the terms “amend,” “amendment,” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include (i) the filing of any document under the Exchange Act after the Effective Date or the date of the Prospectus, as the case may be, which is incorporated by reference and (ii) any such document so filed. If the Company has filed an abbreviated registration statement to register additional securities pursuant to Rule 462(b) under the Rules and Regulations (the “462(b) Registration Statement. For purposes of this Agreement:”), then any reference herein to the Registration Statement shall also be deemed to include such 462(b)

Filing of Registration Statement. The Company has filed with the United States Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654333-[__________]), including any related prospectus or prospectuses, for the registration of the Public Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and, as of the Effective Date thereof, will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act Regulations (the “Rule 430A Information”)), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on as of the date hereofApplicable Time (as defined below). Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on completion, dated [●•], 20202014, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:.

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654230740), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and statement, including any amendment or amendments have been thereto, was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statementany amendments thereto, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”), ) or otherwise pursuant to the Securities Act Regulations is referred to herein as the “Registration Statement.” The Registration Statement at the time it originally became effective is referred to herein as the “Initial Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on May 8, 2019. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has filed agrees, at its expense, to file a registration statement with the Securities and Exchange Commission a to register under the Act the Warrants and the Warrant Shares and any PIK Shares, and to take such other actions as may be necessary to allow the Warrants, the Warrant Shares and the PIK Shares to be freely tradable, without restrictions, in compliance with all regulatory requirements. Such registration statement shall be filed promptly after the February 2004 interest payment date of the Debentures, and the Company will use its best efforts to cause the registration statement to become effective within 120 days after the filing date. The Company will make all filings required under applicable state securities or "blue sky" laws so that the Warrants, Warrant Shares and PIK Shares being registered shall be registered or qualified for sale under the securities or blue sky laws of such jurisdictions as shall be reasonably appropriate for distribution of the Warrants, Warrant Shares, and PIK Shares covered by the registration statement. The registration statement shall be a "shelf" registration pursuant to Rule 415 (or similar rule that may be adopted by the Securities and Exchange Commission) and shall provide that each Holder's plan of distribution is to offer and sell Warrant Shares and PIK Shares from time to time at market prices or prices related to market prices; provided, that the registration statement may be amended to provide for an underwritten public offering of Warrant Shares and PIK Shares if the Holders submit to the Company a written notice to such effect with a copy of the applicable underwriting documents and such other relevant information concerning the offering as the Company may request. The Company shall keep such registration statement effective until the earlier of (a) completion of the distribution or distributions being made pursuant thereto, and an amendment or amendments thereto(b) such time as all of the Holders are eligible to sell their Warrant Shares and PIK Shares under Rule 144(k) under the Act. The Company shall utilize Form S-3 if it qualifies for such use. The Company will furnish to the Holders of Warrants, on Form F-1 Warrant Shares, and PIK Shares registered for sale under the Act (File No. 333-234654)the "Selling Securities Holders") such numbers of copies of a prospectus, including any related prospectus or prospectusesa preliminary prospectus, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except Act and such other related documents as the context Selling Securities Holders may otherwise requirereasonably request in order to effect the sale of the Warrants, such registration statementWarrant Shares, as amended, on file with the Commission at the time the and PIK Shares. To effect any offering pursuant to a registration statement became effective (including under this Section, the Preliminary Prospectus included Company shall enter into an agreement containing customary representations and warranties, and indemnification and contribution provisions, all for the benefit of Selling Securities Holders, and, in the registration statementcase of an Underwritten public offering, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective an underwriting agreement with an investment banking firm selected by the Commission on the date hereof. Each prospectus used prior Selling Security Holders and reasonably acceptable to the effectiveness of the Registration StatementCompany, containing such customary representations and warranties, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness indemnification and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:contribution provisions

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654191580), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statement, financial statements, schedulesany amendments thereto to such time, exhibits and all other schedules thereto at such time, documents filed as a part thereof or incorporated therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and all the documents and information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”)) or otherwise pursuant to the Securities Act Regulations at such time, is referred to herein as the “Registration Statement.” The Registration Statement at the time it originally became effective is referred to herein as the “Initial Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on January 6, 2014. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654256446), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and statement, including any amendment or amendments have been thereto, was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statementany amendments thereto, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”), ) or otherwise pursuant to the Securities Act Regulations is referred to herein as the “Registration Statement.” The Registration Statement at the time it originally became effective is referred to herein as the “Initial Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on June 7, 2021. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has filed with the Commission a An “automatic shelf registration statement” as defined in Rule 405 under the Securities Act of 1933, and an amendment or amendments theretoas amended (the “1933 Act”), on Form F-1 S-3 (File No. 333-234654186497) in respect of the Securities, including a form of prospectus (the “Base Prospectus”), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have has been prepared and filed by the Company not earlier than three years prior to the date hereof, in conformity with the requirements of the 1933 Act and the rules and regulations (the “1933 Act Regulations”) of the Securities and Exchange Commission (the “Commission”) thereunder. The Company and the transactions contemplated by this Agreement meet the requirements of, and comply with the conditions for the use of, Form S-3 under the 1933 Act. Except as the context may otherwise require, such Such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and which shall be deemed to include all information deemed to be a part thereof as of omitted therefrom in reliance upon Rules 430A, 430B or 430C under the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”)1933 Act, is herein referred to herein as the “Registration Statement.” and became effective under the 1933 Act upon filing with the Commission. If the Company files any has filed a registration statement pursuant to Rule 462(bRules 413(b) of and 462(e) under the Securities 1933 Act, then after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such registration statement filed pursuant statement. No post-effective amendment to Rule 462(b). The the Registration Statement has been declared effective by the Commission on filed as of the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement. As used herein, the term “Prospectus” means the form of prospectus relating to the Securities first filed with the Commission pursuant to and within the time limits described in Rule 424(b) under the 1933 Act and in accordance with Section 3(a). The Base Prospectus, as supplemented by each preliminary prospectus (including any preliminary prospectus supplement) relating to the Securities filed with the Commission pursuant to Rule 424(b) under the 1933 Act, including the documents incorporated by reference in the Base Prospectus is herein called referred to as a “Preliminary Prospectus.” The Preliminary Prospectus, subject Any reference herein to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior Statement, any Preliminary Prospectus or to the Applicable Time (as defined below) is hereinafter called Prospectus or to any amendment or supplement to any of the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” foregoing documents shall be deemed to refer to and include the latest documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the 1933 Act, as of the effective date of the Registration Statement or the date of such Preliminary Prospectus included in or the Prospectus, as the case may be, and any reference to “amend,” “amendment” or “supplement” with respect to the Registration Statement. For purposes , any Preliminary Prospectus or the Prospectus shall be deemed to include any documents incorporated by reference therein, and any supplements or amendments thereto, filed with the Commission after the date of this Agreement:filing of the Prospectus under Rule 424(b) under the 1933 Act, and prior to the termination of the offering of the Securities by the Underwriters.

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654259664), including any related prospectus or prospectuses, for the registration of certain securities of the Securities Company, including the Securities, for sale from time to time under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and statement, including any amendment or amendments have been thereto, was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statementany amendments thereto, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”), ) or otherwise pursuant to the Securities Act Regulations is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been at the time it originally became effective is referred to herein as the “Initial Registration Statement.” The Registration Statement was declared effective by the Commission on September 27, 2021. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has filed with the Commission a A registration statement, and an amendment or amendments thereto, statement on Form F-1 S-2 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of ________) with respect to the Securities under the Securities Act, which registration statement and amendment or amendments have has been prepared by the Company in conformity with the requirements of the Securities Act of 1933, as amended (the "Act"), and the rules and regulations (the "Rules and Regulations") of the Securities and Exchange Commission (the "Commission") thereunder and has been filed with the Commission under the Act. Except as the context may otherwise require, Copies of such registration statement, as amendedincluding any pre-effective and post-effective amendments thereto, on file with the Commission at preliminary prospectuses (meeting the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) requirements of Rule 430A of the Securities Act (Rules and Regulations) contained therein and the “exhibits, financial statements and schedules, as finally amended and revised, have heretofore been delivered by the Company to the Representative. Such registration statement, herein referred to as the "Registration Statement," after effectiveness and upon filing of the Prospectus referred to below with the Commission, if required, shall be deemed to include all information incorporated therein by reference and omitted therefrom in reliance upon Rule 430A Information”), is and contained in the Prospectus referred to herein as the “Registration Statement.” If the Company files below and also any registration statement filed pursuant to Rule 462(b) of the Rules and Regulations with respect to the Securities Act, then after such filing, the term “(a "Rule 462(b) Registration Statement” shall include such registration statement filed pursuant to Rule 462(b"). The Registration Statement has been declared effective by the Commission on under the Act and no post-effective amendment to the Registration Statement has been filed as of the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” . The Preliminary Prospectus, subject to completion and form of prospectus first filed by the Company with the Commission on [●]pursuant to Rule 424(b) (or if no such filing is required, 2020, that was the form of final prospectus included in the Registration Statement immediately prior on the effective date) and Rule 430A is herein referred to as the Applicable Time (as defined below) is hereinafter called the “Pricing "Prospectus.” The final " Each preliminary prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:Statement prior to the time it becomes effective is herein referred to as a "Preliminary Prospectus."

Filing of Registration Statement. The Subject to the provisions of Section 2(b) hereof, the Company has filed shall use commercially reasonable efforts to file with the Commission SEC a registration statement, and an amendment or amendments thereto, Registration Statement on Form F-1 S-3, or such other comparable form as may be appropriate and available (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities a “Registration Statement”) under Rule 415 under the Securities Act, which registration statement and amendment or amendments have been prepared Act relating to the resale of the Registrable Shares by the Company Holders upon redemption of, or in conformity exchange for, the FPI OP Units held by the Holders, such filing to be made as soon as practicable following the first date in which the FPI OP Units issued pursuant to the Merger Agreement may be tendered for redemption by the Holders in accordance with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Partnership Agreement. The Company shall use commercially reasonable efforts to cause such Registration Statement has been to become or be declared effective by the Commission on SEC for all of the Registrable Shares covered thereby as soon as practicable thereafter. The Company shall use commercially reasonable efforts to keep the Registration Statement (or a successor Registration Statement filed with respect to the Registrable Shares) continuously effective until the date hereof. Each prospectus used prior (the “Shelf Registration Expiration Date”) that is the earlier of (a) the date on which all Registrable Shares have been disposed of by the Holders; (b) the date on which all Registrable Shares covered thereby are eligible for immediate sale pursuant to Rule 144 (or any successor provision) without regard to volume limitations or other restrictions on transfer thereunder or (c) the date that is two years after the date of effectiveness of the Registration Statement, and each prospectus that omitted . To the Rule 430A Information that was used after such effectiveness and prior to extent the execution and delivery of this Agreement, Company is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time well-known seasoned issuer (as defined belowin Rule 405 under the Securities Act) (a “WKSI”) at the time that an Registration Statement is hereinafter called to be filed, the “Pricing Prospectus.” The final prospectus Company may file an automatic shelf registration statement which covers such Registrable Shares or, in lieu of filing a new Registration Statement, may file a Prospectus pursuant to Rule 424(b) under the form first furnished Securities Act (or any successor provision) or post-effective amendment, as applicable, to include, in accordance with Rule 430B under the Underwriters for use Securities Act (or any successor provision), such Registrable Shares in an automatic shelf registration statement previously filed by the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall Company (in each case, such Prospectus together with such previously filed Registration Statement will be deemed to refer to the latest Preliminary Prospectus included in considered the Registration Statement). For purposes The Holders will not offer or sell, without the Company’s consent, any Registrable Shares by means of this Agreement:any “free writing prospectus” (as defined in Rule 405 under the Securities Act) that is required to be filed by the Holders with the SEC pursuant to Rule 433 under the Securities Act (any free writing prospectus consented to by the Company, a “Permitted Free Writing Prospectus”).

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654264038), including any related prospectus or prospectuses, for the registration of certain securities of the Securities Company, including the Securities, for sale from time to time under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and statement, including any amendment or amendments have been thereto, was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statementany amendments thereto, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”), ) or otherwise pursuant to the Securities Act Regulations is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been at the time it originally became effective is referred to herein as the “Initial Registration Statement.” The Registration Statement was declared effective by the Commission on April 14, 2022. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has prepared and filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statementAct of 1933, as amendedamended (the “Securities Act”), and published rules and regulations thereunder (the “Rules and Regulations”) adopted by the Securities and Exchange Commission (the “Commission”) a “shelf” Registration Statement (as hereinafter defined) on file with Form S-3 (File No. 333-183256, which became effective as of August 23, 2012 (the Commission at “Effective Date”), including a base prospectus dated August 23, 2012 relating to the time securities registered pursuant to such Registration Statement (the “Base Prospectus”), and such amendments and supplements thereto as may have been required to the date of this Agreement. The term “Registration Statement” as used in this Agreement means the registration statement became effective (including the Preliminary Prospectus included in the registration statementall exhibits, financial statements, schedules, exhibits schedules and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement Statement pursuant to Rule 462(b) 430B of the Securities ActRules and Regulations), then after such filingas amended and/or supplemented prior to the date of this Agreement, including the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Base Prospectus. The Registration Statement has been declared is effective by under the Commission on the date hereof. Each prospectus used prior to Securities Act and no stop order preventing or suspending the effectiveness of the Registration StatementStatement or suspending or preventing the use of the Prospectus (as defined below) has been issued by the Commission and no proceedings for that purpose have been instituted or are threatened by the Commission. The Company, if required by the Rules and each prospectus that omitted Regulations of the Commission, will file the Prospectus with the Commission pursuant to Rule 430A Information that was 424(b) of the Rules and Regulations. The term “Prospectus” as used after such effectiveness and prior in this Agreement means the final prospectus, in the form in which it is to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and be filed with the Commission on [●]pursuant to Rule 424(b) of the Rules and Regulations (including the Base Prospectus) pursuant to Section 4(a) hereof, 2020or, if the prospectus is not to be filed with the Commission pursuant to Rule 424(b), the prospectus in the form included as part of the Registration Statement as of the Effective Date, except that was if any revised prospectus, prospectus supplement or preliminary prospectus supplement shall be provided to the Underwriter by the Company for use in connection with the offering and sale of the Shares which differs from the Prospectus (whether or not such revised prospectus, prospectus supplement or preliminary prospectus supplement is required to be filed by the Company pursuant to Rule 424(b) of the Rules and Regulations), the term “Prospectus” shall refer to such revised prospectus, prospectus supplement or preliminary prospectus supplement, as the case may be (including any Preliminary Prospectus, as defined below, together with the Base Prospectus), from and after the time it is first provided to the Underwriter for such use. The term “Preliminary Prospectus” means any preliminary prospectus relating to the securities included in the Registration Statement immediately prior or filed with the Commission pursuant to Rule 424(b) of the Rules and Regulations, including any preliminary prospectus supplement thereto relating to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished Shares. Any reference herein to the Underwriters for use in Registration Statement or the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on or before the last to occur of the Effective Date, or the date of the Prospectus, and any reference herein to the terms “amend,” “amendment,” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include (i) the filing of any document under the Exchange Act after the Effective Date or the date of the Prospectus, as the case may be, which is incorporated by reference and (ii) any such document so filed. If the Company has filed an abbreviated registration statement to register additional securities pursuant to Rule 462(b) under the Rules and Regulations (the “462(b) Registration Statement. For purposes of this Agreement:”), then any reference herein to the Registration Statement shall also be deemed to include such 462(b)

Filing of Registration Statement. The Company has filed with the Commission a registration statementprepared and filed, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and the published rules and regulations thereunder (the “Rules and Regulations”) adopted by the Securities and Exchange Commission (the “Commission”), a registration statement, including a prospectus, covering the Securities on Form S-1 (File No. Except 333-220898), and such amendments to such registration statement (including post effective amendments) as may have been required to the context may otherwise require, such date of this Agreement. Such registration statement, as amendedamended (including any post effective amendments), on file with has been declared effective by the Commission Commission. Such registration statement, including amendments thereto (including post effective amendments thereto) at the time of effectiveness thereof (the registration statement became effective (including “Effective Time”), the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other any schedules thereto at the Effective Time or thereafter during the period of effectiveness and the documents filed as a part thereof or incorporated therein and all information otherwise deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of or included therein by the Securities Act (or otherwise pursuant to the “Rule 430A Information”)Rules and Regulations at the Effective Time or thereafter during the period of effectiveness, is referred to herein as called the “Registration Statement.” If the Company has filed or files any an abbreviated registration statement to register additional Securities pursuant to Rule 462(b) of under the Securities ActRules and Regulations (the “Rule 462(b) Registration Statement”), then after such filing, any reference herein to the term “Registration Statement” shall also be deemed to include such registration statement Rule 462(b) Registration Statement. Any preliminary prospectus included in the Registration Statement or filed with the Commission pursuant to Rule 462(b). The Registration Statement has been declared effective by 424(a) under the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, Securities Act is herein hereinafter called a “Preliminary Prospectus.” The Preliminary Prospectus, subject Prospectus relating to completion and filed with the Commission on [●], 2020, Securities that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) pricing of the offering contemplated hereby is hereinafter called the “Pricing Prospectus.” The Company shall file with the Commission pursuant to Rule 424 under the Securities Act a final prospectus in the form first furnished relating to the Underwriters for use in Securities, which includes the Offering information permitted to be omitted therefrom at the Effective Time by Rule 430A under the Securities Act, and such final prospectus, as filed, is hereinafter called the “Final Prospectus.” Any reference to The Final Prospectus, the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Pricing Prospectus and any Preliminary Prospectus in the form in which they were included in the Registration Statement. Statement or filed with the Commission pursuant to Rule 424 under the Securities Act is hereinafter called a “Prospectus.” For purposes of this Agreement:, all references to the Registration Statement, the Rule 462(b) Registration Statement, the Pricing Prospectus, the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“XXXXX”). All references in this Agreement to amendments or supplements to the Registration Statement, the Rule 462(b) Registration Statement, the Pricing Prospectus or the Prospectus shall be deemed to mean and include the subsequent filing of any document under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and which is deemed to be incorporated therein by reference.

Filing of Registration Statement. The Company has prepared and filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statementAct of 1933, as amendedamended (the “Securities Act”), and published rules and regulations thereunder (the “Rules and Regulations”) adopted by the Securities and Exchange Commission (the “Commission”) a “shelf” Registration Statement (as hereinafter defined) on file with Form S-3 (File No. 333-183256, which became effective as of August 23, 2012 (the Commission at “Effective Date”), including a base prospectus dated August 23, 2012 relating to the time securities registered pursuant to such Registration Statement (the “Base Prospectus”), and such amendments and supplements thereto as may have been required to the date of this Agreement. The term “Registration Statement” as used in this Agreement means the registration statement became effective (including the Preliminary Prospectus included in the registration statementall exhibits, financial statements, schedules, exhibits schedules and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement Statement pursuant to Rule 462(b) 430B of the Securities ActRules and Regulations), then after such filingas amended and/or supplemented prior to the date of this Agreement, including the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Base Prospectus. The Registration Statement has been declared is effective by under the Commission on the date hereof. Each prospectus used prior to Securities Act and no stop order preventing or suspending the effectiveness of the Registration Statement, and each prospectus that omitted Statement or suspending or preventing the Rule 430A Information that was used after such effectiveness and prior to use of the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time Prospectus (as defined below) has been issued by the Commission and no proceedings for that purpose have been instituted or are threatened by the Commission. The Company, if required by the Rules and Regulations of the Commission, will file the Prospectus with the Commission pursuant to Rule 424(b) of the Rules and Regulations. The term “Prospectus” as used in this Agreement means the final prospectus, in the form in which it is hereinafter called to be filed with the “Pricing Commission pursuant to Rule 424(b) of the Rules and Regulations (including the Base Prospectus.” The final ) pursuant to Section 4(a) hereof, or, if the prospectus is not to be filed with the Commission pursuant to Rule 424(b), the prospectus in the form first furnished included as part of the Registration Statement as of the Effective Date, except that if any revised prospectus, prospectus supplement or preliminary prospectus supplement shall be provided to the Underwriters for use in Underwriter by the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:Company

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654237370), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statement, financial statements, schedulesany amendments thereto to such time, exhibits and all other schedules thereto at such time, documents filed as a part thereof or incorporated therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and all the documents and information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”)) or otherwise pursuant to the Securities Act Regulations at such time, is referred to herein as the “Registration Statement.” The Registration Statement at the time it originally became effective is referred to herein as the “Initial Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on April 2, 2020. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has filed with the Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654267280), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof[●], 2023. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202023, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654233992), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202019, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654259850), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and statement, including any amendment or amendments have been thereto, was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statementany amendments thereto, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”), ) or otherwise pursuant to the Securities Act Regulations is referred to herein as the “Registration Statement.” The Registration Statement at the time it originally became effective is referred to herein as the “Initial Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on October 1, 2021. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. 2.1.1. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a “shelf” registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654264116) which became effective on May 25, 2022 (the “Effective Date”), including any related a base prospectus or prospectusesdated May 25, 2022 relating to the securities registered pursuant to such registration statement, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”) of the offering and sale of up to $100 million worth of the Company’s securities (including common stock, preferred shares, debt securities, warrants, rights and units), which registration statement and amendment or amendments have been was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains or will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statement, financial statements, schedulesany amendments thereto to such time, exhibits and all other schedules thereto at such time, documents filed as a part thereof or incorporated therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and all the documents and information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”)) or otherwise pursuant to the Securities Act Regulations at such time, is referred to herein as the “Registration Statement.” The Registration Statement at the time it originally became effective is referred to herein as the “Initial Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on May 25, 2022. An aggregate amount of $50.0 million of securities remain available for sale under the date hereofRegistration Statement and the Company meets the transaction requirements, as set forth in General Instruction I.B.1 of Form S-3. The prospectus in the form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Public Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Public Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654221906), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●]December 6, 20202018, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654237260), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202021, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has will file, on one occasion only, a registration statement under the Securities Act filed with the Securities and Exchange Commission a (“Commission”) to register for re-offer and re-sale, the Common Stock into which the Notes may be converted, the Common Stock underlying the Warrants included in the Units and the Common Stock underlying the warrants received upon conversion of the Notes (collectively, “Registrable Securities”) on behalf of the Investors (or subsequent holders, referred to together as the “Holders”). The registration statement will be filed within forty-five (45) days after the final closing of the Equity Offering (as defined in the Modification Agreement), but not later than June 1, 2006. The Company will use its commercially reasonable efforts to have the registration statement declared effective within one hundred fifty (150) days after the final closing of the Equity Offering, but not later than October 1, 2006. Each Holder will provide upon request, such information as the Company may require for inclusion in the registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for All costs associated with the registration of the Registrable Securities, other than brokerage commissions incurred by the Holders in connection with resales of the Registrable Securities, shall be borne by the Company. The registration statement to be filed by the Company under this Section 8.1 shall include: (i) the Registrable Securities and the Common Stock underlying the warrants to be issued to Placement Agent under this offering; (ii) the shares of New Common Stock (as defined in the Modification Agreement) issued in the Equity Offering (as defined in the Modification Agreement); (iii) the shares of Common Stock underlying the New Warrants (as defined in the Modification Agreement) issued in the Equity Offering); (iv) the Common Stock underlying the warrants to be issued to the placement agent under the Securities Equity Offering; and (iv) the shares of Common Stock issued to the stockholders of Wentworth (as defined in the Modification Agreement) issued in connection with the Merger (as defined in the Modification Agreement). Upon effectiveness of any new or continued registration statement, the Company shall promptly file a Form 8-A to register its common stock under section 12(g) of the Exchange Act of 1934, as amended (“Exchange Act”) to the extent that such shares of Common Stock are not already registered. As long as the Notes remain outstanding, the Company shall provide to each purchaser: (i) quarterly financial statements prepared in accordance with GAAP within 45 days after the end of each quarter, and (ii) annual audited financial statements prepared in accordance with 90 days after the end of each fiscal year end, unless such financial statements are included in periodic reports under the Exchange Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Informationare timely filed.”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654230740), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statement, financial statements, schedulesany amendments thereto to such time, exhibits and all other schedules thereto at such time, documents filed as a part thereof or incorporated therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and all the documents and information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”)) or otherwise pursuant to the Securities Act Regulations at such time, is referred to herein as the “Registration Statement.” The Registration Statement at the time it originally became effective is referred to herein as the “Initial Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on May 8, 2019. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has prepared and filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and published rules and regulations thereunder (the “Securities Act Regulations”) adopted by the Securities and Exchange Commission (the “Commission”), a “shelf” Registration Statement (as hereinafter defined) on Form F-3 (File No. Except 333-206357), which became effective on August 28, 2015 (the “Effective Date”), including a base prospectus relating to the securities registered pursuant to such Registration Statement (the “Base Prospectus”), and such amendments and supplements thereto as may have been required to the context may otherwise require, date of this Agreement. The term “Registration Statement” as used in this Agreement means such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statementall exhibits, financial statements, schedules, exhibits schedules and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date Registration Statement pursuant to paragraph (b) of Rule 430A of under the Securities Act (the “Rule 430A Information”Regulations), is referred as amended and/or supplemented to herein as the “Registration Statement.” If date of this Agreement, including the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)Base Prospectus. The Registration Statement has been declared is effective by under the Commission on the date hereof. Each prospectus used prior to Securities Act and no stop order preventing or suspending the effectiveness of the Registration StatementStatement or suspending or preventing the use of the Prospectus has been issued by the Commission and no proceedings for that purpose have been instituted or, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution knowledge of the Company, are threatened by the Commission. The Company, if required by the Securities Act Regulations of the Commission, will file the Prospectus (as defined below), with the Commission pursuant to Rule 424(b) under the Securities Act Regulations. The term “Prospectus,” as used in this Agreement means the prospectus, in the form in which it is to be filed with the Commission pursuant to Rule 424(b) under the Securities Act Regulations, or, if the prospectus is not to be filed with the Commission pursuant to Rule 424(b), the prospectus in the form included as part of the Registration Statement as of the Effective Date; provided that, if any revised prospectus or prospectus supplement shall be provided to the Placement Agent by the Company for use in connection with the offering and delivery sale of this Agreementthe Securities which differs from the prospectus (whether or not such revised prospectus or prospectus supplement is required to be filed by the Company pursuant to Rule 424(b) under the Securities Act Regulations), the term “Prospectus” shall refer to such revised prospectus or prospectus supplement, as the case may be, from and after the time it is herein first provided to the Placement Agent for such use. Any preliminary prospectus or prospectus subject to completion included in the Registration Statement or filed with the Commission pursuant to Rule 424 under the Securities Act Regulations is hereafter called a “Preliminary Prospectus.” The Preliminary Any reference herein to the Registration Statement, Base Prospectus, subject to completion and filed with Preliminary Prospectus or the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” Prospectus shall be deemed to refer to and include the latest documents incorporated by reference therein pursuant to Item 12 of Form F-3 which were filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on or before the last to occur of the Effective Date, the date of the Preliminary Prospectus included in Prospectus, or the date of the Prospectus, and any reference herein to the terms “amend,” “amendment,” or “supplement” with respect to the Registration Statement, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include (i) the filing of any document under the Exchange Act after the Effective Date, the date of such Preliminary Prospectus or the date of the Prospectus, as the case may be, which is incorporated by reference and (ii) any such document so filed. For purposes of this Agreement:If the Company has filed an abbreviated registration statement to register additional securities pursuant to Rule 462(b) under the Securities Act Regulations (the “462(b) Registration Statement”), then any reference herein to the Registration Statement shall also be deemed to include such 462(b) Registration Statement.

Filing of Registration Statement. The Company Guarantor has filed with the Commission an “automatic shelf registration statement” as defined under Rule 405 under the Act on Form F-3 (No. 333–145983) covering the registration of the Offered Securities under the Act, including a related preliminary prospectus or prospectuses, not earlier than three years prior to the date hereof. Certain terms are defined at the end of this subsection. Such registration statement, and an any post-effective amendment or amendments thereto, became effective on Form F-1 (File No. 333-234654)filing; and no stop order suspending the effectiveness of such registration statement or any part thereof has been issued and to the Guarantor’s knowledge no proceeding for that purpose has been initiated or threatened by the Commission, including any related prospectus or prospectuses, for the registration and no notice of objection of the Securities Commission to the use of such registration statement or any post-effective amendment thereto pursuant to Rule 401(g)(2) under the Securities Act, which registration statement and amendment or amendments have Act has been prepared received by the Company in conformity with Guarantor (the requirements base prospectus filed as part of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file in the form in which it has most recently been filed with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof on or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery date of this Agreement, is herein hereinafter called the “Basic Prospectus”; any preliminary prospectus (including any preliminary prospectus supplement) relating to the Offered Securities filed with the Commission pursuant to Rule 424(b) under the Act is hereinafter called a “Preliminary Prospectus.” The Preliminary Prospectus”; the various parts of such registration statement, subject including all exhibits thereto and including any prospectus supplement relating to completion and the Offered Securities that is filed with the Commission on [●]and deemed by virtue of Rule 430B to be part of such registration statement, 2020each as amended at the most recent time such part of the registration statement became effective, that was included in are hereinafter collectively called the “Registration Statement Statement”; the Basic Prospectus, as amended and supplemented immediately prior to the Applicable Time (as defined belowin Section 2(a) hereof), is hereinafter called the “Pricing Prospectus.” The ”; the form of the final prospectus in the form first furnished relating to the Underwriters for use Offered Securities to be filed with the Commission pursuant to Rule 424(b) under the Act in the Offering accordance with Section 4(a) hereof is hereinafter called the “Prospectus.” Any ”; any reference herein to the “most recent Basic Prospectus, the Pricing Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest documents incorporated by reference therein pursuant to Item 6 of Form F-3 under the Act, as of the date thereof; any reference to any amendment or supplement to the Basic Prospectus, any Preliminary Prospectus included or the Prospectus shall be deemed to refer to and include any post-effective amendment to the Registration Statement, any prospectus supplement relating to the Offered Securities filed with the Commission pursuant to Rule 424(b) under the Act and any documents filed under the Exchange Act and incorporated therein, in each case after the date of the Basic Prospectus, such Preliminary Prospectus, or the Prospectus, as the case may be; any reference to any amendment to the Registration Statement shall be deemed to refer to and include any annual report of the Guarantor filed pursuant to Section 13(a) or 15(d) of the Exchange Act after the effective date of the Registration Statement that is incorporated by reference in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654267280), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof[●], 2023. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 20202022, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654214874), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Act and the rules and regulations of the Commission under the Act (the “Securities ActAct Regulations”) and will contain all material statements that are required to be stated therein in accordance with the Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act Regulations (the “Rule 430A Information”)), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020[ ] 2016, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:.

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654252127), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereofCommission. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●•], 20202021, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, statement on Form F-1 S-3 (File No. 333-234654261520), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and statement, including any amendment or amendments have been thereto, was prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contains and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statementany amendments thereto, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information otherwise deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A 430B of the Securities Act Regulations (the “Rule 430A 430B Information”), ) or otherwise pursuant to the Securities Act Regulations is referred to herein as the “Registration Statement.” The Registration Statement at the time it originally became effective is referred to herein as the “Initial Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been was declared effective by the Commission on December 10, 2021. The prospectus in the date hereof. form in which it was filed with the Commission in connection with the Initial Registration Statement is herein called the “Base Prospectus.” Each preliminary prospectus supplement to the Base Prospectus (including the Base Prospectus as so supplemented) that described the Securities and the Offering and omitted the Rule 430B Information and that was used prior to the effectiveness filing of the Registration Statement, and each final prospectus that omitted supplement referred to in the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, following paragraph is herein called a “Preliminary Prospectus.” The Preliminary ProspectusPromptly after the execution and delivery of this Agreement, subject the Company will prepare and file with the Commission a final prospectus supplement to completion the Base Prospectus relating to the Securities and the Offering in accordance with the provisions of Rule 430B and Rule 424(b) of the Securities Act Regulations. Such final prospectus supplement (including the Base Prospectus as so supplemented), in the form filed with the Commission on [●], 2020, that was included in pursuant to Rule 424(b) under the Registration Statement immediately prior to the Applicable Time (as defined below) Securities Act is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter herein called the “Prospectus.” Any reference herein to the “most recent Base Prospectus, any Preliminary Prospectus” Prospectus or the Prospectus shall be deemed to refer to and include the latest Preliminary Prospectus included in documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Registration Statement. For purposes Securities Act as of this Agreement:the date of such prospectus.

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654249857), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been and will be prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and contain and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, statement on file with the Commission at the time the registration statement became effective (any given time, including the Preliminary Prospectus included in the registration statementany amendments thereto, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date or included therein pursuant to paragraph (b) of Rule 430A of the Securities Act Regulations (the “Rule 430A Information”), ) or otherwise pursuant to the Securities Act Regulations is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on completion, dated [●__________], 20202021, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters Representative for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:.

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654194810), including any related prospectus or prospectuses, for the registration of the Securities Shares under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Act and the rules and regulations of the Commission under the Act (the “Securities ActAct Regulations”) and will contain all material statements that are required to be stated therein in accordance with the Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act Regulations (the “Rule 430A Information”)), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on completion, dated [●•], 20202014, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:.

Filing of Registration Statement. The Company has filed with the Commission a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654233586), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●]August 30, 20202019, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters Representative for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The After the Company has filed with files its annual report on Form 10-K for the Commission year ended December 31, 2016, the Company shall use its best efforts to promptly, but in no event later than 15 days following such Form 10-K filing, file a Registration Statement on Form S-3 or such other form under the Securities Act then available to the Company providing for the resale pursuant to Rule 415 from time to time by the Stockholders of the Registrable Securities beneficially owned by such Stockholders (including the Prospectus, amendments and supplements to the Registration Statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto and all material incorporated by reference or deemed to be incorporated by reference, if any, in such shelf registration statement, and an amendment or amendments thereto, on Form F-1 (File No. 333-234654), including any related prospectus or prospectuses, for the registration of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act (the “Rule 430A Information”), is referred to herein as the “Shelf Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b”). The Company shall use its reasonable best efforts to cause the Shelf Registration Statement has been to be declared effective by the Commission on SEC as promptly as practicable following such filing, but in no event later than 90 days following the date hereofhereof (the “Effectiveness Deadline”). Each prospectus used If the Shelf Registration Statement is not declared effective by the SEC on or prior to the Effectiveness Deadline, the Company will make pro rata payments to each Stockholder, as liquidated damages and not as a penalty, in an amount equal to 1.5% of the aggregate purchase price initially paid for such Registrable Securities pursuant to the Securities Purchase Agreement, for each 30-day period or pro rata for any portion thereof following the Effectiveness Deadline for which the Registration Statement has not been declared effective. Such payments shall not be an exclusive remedy for such events and shall not affect the right of the Stockholders to seek injunctive relief under this Agreement. Such payments shall be made to each Stockholder in cash no later than three (3) Business Days after the end of each 30-day period. The Company shall use its reasonable best efforts to maintain the effectiveness of the Shelf Registration StatementStatement for a period of at least thirty-six (36) months in the aggregate plus the duration of any Blackout Period or Shelf Delay Period, and each prospectus or such shorter period that omitted shall terminate when all of the Rule 430A Information that was used after Registrable Securities covered by such effectiveness and prior Shelf Registration Statement have been sold pursuant to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed such Shelf Registration Statement in accordance with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectusplan of distribution set forth therein.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:

Filing of Registration Statement. The As soon as reasonably practicable following the Agreement Date but no later than sixty (60) days after the Agreement Date (the “Initial Filing Deadline”), the Company has filed shall prepare and file with the Commission SEC one Registration Statement on Form S-3 (or, if Form S-3 is not then available to the Company, on such form of registration statement as is then available to effect a registration statementfor resale of the Registrable Securities), covering the resale of all of the Registrable Securities, and an amendment shall use its best efforts to cause such Registration Statement to be declared effective as promptly as reasonably practicable thereafter. Subject to any SEC comments, such Registration Statement shall include the plan of distribution attached hereto as Exhibit A (or amendments theretosuch other plan reasonably requested by the Required Investors). Such Registration Statement also shall cover, on Form F-1 to the extent allowable under the 1933 Act and the rules promulgated thereunder (File No. 333-234654including Rule 416), including such indeterminate number of additional shares of Common Stock as may become issuable due to an increase in the number of Shares or Warrant Shares resulting from changes in the conversion rate of the Series A Preferred, or the number of shares issuable upon exercise of the Warrants. Such Registration Statement may include any related prospectus shares of Common Stock or prospectuses, other securities for the account of any other holder with registration rights pursuant to written agreements entered into with the Company before the date of this Agreement (or such shares may be registered on separate registration statements filed before or after the Registration Statement is filed), but shall not include any other shares of Common Stock or other securities without the prior written consent of the Securities under the Securities Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Securities ActRequired Investors. Except as contemplated by the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof preceding sentence or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of registration statements filed and declared effective by the Securities Act (SEC before the “Rule 430A Information”)Agreement Date, is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) shall not register additional shares of Common Stock until the Registration Statement is declared effective or, if earlier, until the Registrable Securities Act, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b)no longer constitute Registrable Securities. The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement(and each amendment or supplement thereto, and each prospectus that omitted the Rule 430A Information that was used after such request for acceleration of effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on [●], 2020, that was included in the Registration Statement immediately prior to the Applicable Time (as defined belowthereof) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included provided in the Registration Statement. For purposes of this Agreement:accordance with

Filing of Registration Statement. The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a registration statement, and an amendment or amendments thereto, on Form F-1 S-1 (File No. 333-234654188637), including any related prospectus or prospectuses, for the registration of the Public Securities and the Representative’s Securities under the Securities Act of 1933, as amended (the “Securities Act”), which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the Securities ActAct and the rules and regulations of the Commission under the Securities Act (the “Securities Act Regulations”) and will contain all material statements that are required to be stated therein in accordance with the Securities Act and the Securities Act Regulations. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective (including the Preliminary Prospectus included in the registration statement, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the Effective Date pursuant to paragraph (b) of Rule 430A of the Securities Act Regulations (the “Rule 430A Information”)), is referred to herein as the “Registration Statement.” If the Company files any registration statement pursuant to Rule 462(b) of the Securities ActAct Regulations, then after such filing, the term “Registration Statement” shall include such registration statement filed pursuant to Rule 462(b). The Registration Statement has been declared effective by the Commission on the date hereof. Each prospectus used prior to the effectiveness of the Registration Statement, and each prospectus that omitted the Rule 430A Information that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a “Preliminary Prospectus.” The Preliminary Prospectus, subject to completion and filed with the Commission on completion, dated [●•], 20202013, that was included in the Registration Statement immediately prior to the Applicable Time (as defined below) is hereinafter called the “Pricing Prospectus.” The final prospectus in the form first furnished to the Underwriters for use in the Offering is hereinafter called the “Prospectus.” Any reference to the “most recent Preliminary Prospectus” shall be deemed to refer to the latest Preliminary Prospectus included in the Registration Statement. For purposes of this Agreement:.