Compliance Certificate

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Certificate of Compliance

SCHEDULE “B”

CERTIFICATE OF COMPLIANCE

Reference is made to the Anti-Bribery Policy adopted by the Board of Directors of Mantra PharmaInc. (the "Company") on August 22, 2018 (the "Policy").

In accordance with the Policy, I, [print full name], hereby certify, represent and warrant to the Company and its subsidiaries and affiliated companies as follows (check each applicable box):

• I      have reviewed the Policy within the last twelve months, and understand its      terms and requirements.
• I      have not violated any of the terms or requirements of the Policy.
• I      am not aware of any violation or potential violation of the Policy by any      Employee or Covered Third Party, as such terms are defined in the Policy.
• I      am not aware of any violation or potential violation of anti-bribery laws      by any Employee or Covered Third Party, as such terms are defined in the      Policy.

In the event you are unable to check the second, third, or fourth box, please provide details of any violation or potential violation of the Policy or anti-bribery laws that you are aware of:

[Append additional pages if necessary]

Dated this ________ day of , 20_______.
 

Per: ______________________________________________
(Print Name of Company / Corporation Here)

Signature ______________________________________________
(Signature of Individual acting for Company or Self Here)

Print Name _______________________________________
(Print Name of Individual Signing above)