Grote Molen and Merger Co. have each complied with all applicable statutes and regulations of any federal, state, or other governmental entity or agency thereof, except to the extent that noncompliance would not materially and adversely affect the business, operations, properties, assets, or condition of Grote Molen or Merger Co., as applicable, or except to the extent that noncompliance would not result in the occurrence of any material liability for Grote Molen or Merger Co. To the best knowledge of Grote Molen and Merger Co., the consummation of the transactions contemplated by this Agreement will comply with all applicable statutes and regulations, subject to the preparation and filing of any forms required by state and federal securities laws.