In connection with the opinion contained herein, we have examined the post-qualification offering statement, qualified offering statement as well as pre-qualification amendments, the articles of incorporation (as amended) and bylaws, the resolutions of the Company’s board of directors and stockholders, as well as all other documents necessary to render an opinion. In our examination, we have assumed the legal capacity of all natural persons, the genuineness of all signatures, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified or photostatic copies and the authenticity of the originals of such copies.

Based upon the foregoing, we are of the opinion that the shares of Non-Voting Series A-2 Preferred Stock, Non-Voting Series A-1 Preferred Stock, Non-Voting Series A Preferred Stock, and Common Stock into which those shares of Preferred Stock may convert, as well as the Common Stock of the selling securityholders being sold pursuant to the offering statement are duly authorized and will be, when issued in the manner described in the post-qualification offering statement, legally and validly issued, fully paid and non-assessable.

No opinion is being rendered hereby with respect to the truth and accuracy, or completeness of the offering statement or any portion thereof.

We further consent to the use of this opinion as an exhibit to the offering statement.

Yours truly,

/s/ CrowdCheck Law, LLP

AS