Common use of Net Operating Loss Clause in Contracts

Net Operating Loss. Based solely on the cumulative owner shifts of which Wang is aware as of the date of this Agreement, Wang has not been subject to an "ownership change" (as defined in Section 382(g) of the Code) which would limit the use of its United States net operating loss ("NOL") under Section 382 of the Code. Based solely on the cumulative owner shifts of which Wang is aware as of the date of this Agreement, the issuance of the Wang Shares pursuant to Section 2.1(b)(ii) herein will not result in an "ownership change" under Section 382(g) of the Code.