definiens: within the meaning of Rule 144 under the Securities Act ; ( ii ) the Shares can not be sold, transferred or otherwise disposed ofunless they are subsequently registered under the Securities Act or an exemption from registration is then available ; ( iii ) inany event, the exemption from registration under Rule 144 or otherwise may not be available for at least one year and eventhen will not be available unless a public market then exists for the Common Stock, adequate information concerning theCompany is then available to the public, and other terms and conditions of Rule 144 are complied with ; and ( iv ) there is nowno registration statement on file with the Securities and Exchange Commission with respect to any stock of the Company andthe Company has no obligation or current intention to register the Shares under the Securities Act.6 . A legend substantially in the following form will be placed on the certificates represented the Shares:“The shares represented by this certificate have not been registered under the Securities Act of 1933, as amended, andmay not be sold, transferred or otherwise disposed of in the absence of an effective registration statement under such Actor an opinion of counsel satisfactory to the corporation to the effect that such registration is not required . ”7 . The foregoing representations and warrants are true as of the date of this Investment Representation Letter and shall betrue as of the date the Company issues the Shares to Harvard . If such representations and warranties shall not be true in anyrespect prior to such date, Harvard will give prompt written notice of such fact to the Company