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StageZero Life Sciences Ltd. Regulatory Filings 2020

Jun 23, 2020

44586_rns_2020-06-22_e7855cdc-4d6b-4240-a3f9-8a9de8b48b06.pdf

Regulatory Filings

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Barristers & Solicitors

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June 22, 2020

Robert Eberschlag Partner T: 416-947-5076 [email protected]

File No. 19472.00002

VIA SEDAR

Ontario Securities Commission British Columbia Securities Commission Alberta Securities Commission

Dear Sirs/Mesdames:

Re: StageZero Life Sciences Ltd. Short Form Prospectus dated June 22, 2020

We refer to the short form prospectus of StageZero Life Sciences Ltd. (" StageZero ") dated June 22, 2020 (the " Final Prospectus ") relating to the offering of units of securities of StageZero in each of the provinces of Ontario, British Columbia and Alberta.

We hereby consent to the reference to our firm's name in the Final Prospectus on Page 3 under the heading "Concurrent Private Placement", Page 34 under the heading "Plan of Distribution", and Page 50 under the headings "Agent for Service of Process" and "Interests of Experts".

We also consent to the reference to our firm's name and opinion under the headings "Eligibility for Investment" on Page 6 and "Certain Canadian Federal Income Tax Considerations" on Page 28 of the Final Prospectus.

We have read the Final Prospectus and have no reason to believe that there are any misrepresentations in the information contained in the Final Prospectus that is derived from our opinion referred to above or that is within our knowledge as a result of services performed in connection with such opinion.

Yours truly,

WeirFoulds LLP

"WeirFoulds LLP"

T: 416-365-1110 F: 416-365-1876

4100 - 66 Wellington Street West, PO Box 35, TD Bank Tower, Toronto, Ontario, Canada. M5K 1B7

www.weirfoulds.com

14863836.1