Common use of Authorization of Shares Clause in Contracts

Authorization of Shares. The Shares to be sold by the Company pursuant to this Agreement have been duly authorized and, when issued and duly delivered by the Company against payment therefor pursuant to this Agreement, will be validly issued, fully paid and nonassessable. The issuance of the Shares to be sold by the Company pursuant to this Agreement will not be subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the Company.

Authorization of Shares. The issuance, sale and delivery of the Shares to be sold by the Company pursuant to this Agreement have been duly authorized andby all requisite corporate action of the Corporation and when issued, when issued sold and duly delivered by in accordance with the Company against payment therefor pursuant to terms of this Agreement, the Shares will be validly issuedissued and outstanding, fully paid and nonassessable. The issuance of the Shares to be sold by the Company pursuant to this Agreement nonassessable and will not be subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the Companystockholders of the Corporation or others.

Authorization of Shares. The Shares to be sold by the Company pursuant to this Agreement have been duly authorized and, when issued and duly delivered by in accordance with the Company against payment therefor pursuant to terms of this Agreement, will be validly issued, fully paid and nonassessable. The non-assessable, and the issuance of the such Shares to be sold by the Company pursuant to this Agreement will not be subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of and no stockholder consents are required in connection with the Company’s issuance and sale of such Shares except as have been duly and validly waived or obtained.

Authorization of Shares. The Shares to be sold by the Company pursuant to under this Agreement have been duly authorized for issuance and sale through the Agent pursuant to this Agreement and, when issued and duly delivered by the Company against payment therefor pursuant to this AgreementAgreement against payment of the consideration set forth herein, will be validly issued, fully paid and nonassessablenon-assessable. The issuance of the Shares to be sold by the Company pursuant to this Agreement Shares, upon issuance, will not be issued in violation of or subject to any preemptive rights, rights of first refusal or other similar contractual rights to subscribe for or purchase securities of issued by the Company.

Authorization of Shares. The Shares to be issued and sold by the Company pursuant to this Agreement have been duly authorized andAgreement, when issued and duly delivered by paid for in accordance with the Company against payment therefor pursuant to this Agreementprovisions hereof, will be duly authorized, validly issued, fully paid and nonassessable. The nonassessable shares of Common Stock free and clear of all liens and the issuance of the Shares to be sold by the Company pursuant to this Agreement will not be subject to any preemptive or similar rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the Company.

Authorization of Shares. The Shares to be sold have been duly authorized by the Company and, when issued and delivered by the Company pursuant to this Agreement have been duly authorized and, when issued and duly delivered by the Company against payment therefor pursuant to of the consideration set forth in this Agreement, will be validly issued, issued and fully paid and nonassessable. The non-assessable; no holder of Shares will be subject to personal liability by reason of being such a holder; and the issuance of the Shares to be sold by the Company pursuant to this Agreement will is not be subject to any preemptive rightspre-emptive, co-sale right, rights of first refusal or other similar rights to subscribe for or purchase securities of any security holder of the CompanyCompany or any other person.

Authorization of Shares. The Shares to be sold by the Company pursuant to under this Agreement have been duly authorized and, and when issued and duly delivered by the Company against payment therefor pursuant to this Agreementpaid for as contemplated herein, will be validly issued, fully paid and nonassessable. The non-assessable; no holder of the Shares is or will be subject to personal liability by reason of being such a holder; and the issuance and sale of the Shares to be sold by the Company pursuant to under this Agreement will are not be subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of any securityholder of the CompanyCompany or any other person.

Authorization of Shares. The Shares to be sold have been duly authorized for issuance and sale by the Company pursuant to this Agreement have been duly authorized and, when issued issued, delivered and duly delivered by paid for in accordance with the Company against payment therefor pursuant to terms of this Agreement, will be validly issued, fully paid and nonassessablenon-assessable. The issuance of the such Shares to be sold by the Company pursuant to this Agreement is not and will not be subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the Companythat have not been waived.

Authorization of Shares. The Shares to be sold by the Company pursuant to this Agreement have been duly authorized and, when issued and duly delivered by in accordance with the Company against payment therefor pursuant to terms of this Agreement, will be validly issued, fully paid and nonassessable. The non-assessable, and the issuance of the such Shares to be sold by the Company pursuant to this Agreement will not be subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of and no shareholder consents are required in connection with the Company’s issuance and sale of such Shares except as have been duly and validly waived or obtained.

Authorization of Shares. The Shares have been duly authorized by the Company for issuance and sale pursuant to be sold this Agreement. Such Shares, when issued and delivered by the Company pursuant to this Agreement have been duly authorized and, when issued and duly delivered by the Company against payment therefor pursuant to this Agreementof the Purchase Price, will be validly issued, fully paid and nonassessable. The issuance of the Shares to be sold by the Company pursuant to this Agreement non-assessable, and will not be subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities arising by operation of law, under the certificate of incorporation and bylaws of the CompanyCompany or under any agreement to which the Company is a party, or otherwise.

Authorization of Shares. The Shares have been duly authorized by the Company for issuance and sale pursuant to be sold this Agreement. The Shares, when issued and delivered by the Company pursuant to this Agreement have been duly authorized and, when issued and duly delivered by the Company against payment therefor pursuant to this Agreement, of the consideration therefore will be validly issued, fully paid and nonassessable. The issuance of the Shares to be sold by the Company pursuant to this Agreement non-assessable and will not be subject to any preemptive rights, or similar rights of first refusal or other similar rights to subscribe for or purchase securities any securityholder of the Company.

Authorization of Shares. The Shares to be issued and sold by the Company pursuant to this hereunder or under any Terms Agreement have been duly authorized by the Company and, when issued and duly delivered by and paid for as provided herein or therein, as the Company against payment therefor pursuant to this Agreementcase may be, will be duly and validly issued, will be fully paid and nonassessable. The nonassessable and will conform to the description thereof in the Registration Statement and the Prospectus; and the issuance and sale of the Shares to be sold by the Company pursuant to this Agreement is not and will not be subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the Companyexcept such as have been waived.

Authorization of Shares. The Shares to be sold by the Company pursuant to this Agreement have been duly authorized and, when issued and duly delivered by in accordance with the Company against payment therefor pursuant to terms of this Agreement, will be validly issued, fully paid and nonassessable. The non-assessable, and the issuance of the such Shares to be sold by the Company pursuant to this Agreement will not be subject to any preemptive or similar rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the Company.

Authorization of Shares. The issuance, sale, and delivery of the Shares to be sold by the Company pursuant to this Agreement ------------------------ have been duly authorized by all requisite action of the Company, and, when issued issued, sold, and duly delivered by the Company against payment therefor pursuant to in accordance with this Agreement, the Shares will be validly issuedissued and outstanding, fully paid paid, and nonassessable. The issuance of non-assessable, with no personal liability attaching to the Shares to ownership thereof, and, except as may be sold by set forth in the Company pursuant to this Agreement will Stockholders Agreement, not be subject to preemptive or any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the Companyshareholders of the Company or others.

Authorization of Shares. The Shares to be sold by the Company pursuant to this Agreement have been duly authorized for issuance and sale to the Underwriters pursuant to this Agreement and, when issued and duly delivered by the Company against payment therefor pursuant to this AgreementAgreement against payment of the consideration set forth herein, will be validly issued, fully paid and nonassessable. The issuance of the Shares to be sold by the Company pursuant to this Agreement will not be subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the Companynon-assessable.

Authorization of Shares. The Shares to be issued and sold by the Company pursuant to this Agreement the Agent hereunder have been duly authorized and, when issued upon payment and duly delivered by the Company against payment therefor pursuant to delivery in accordance with this Agreement, will be validly issued, fully paid and nonassessable. The issuance non-assessable, will conform in all material respects to the description thereof contained in the Registration Statement, the Base Prospectus and the Prospectus, will be issued in compliance with federal and state securities laws and will be free of the Shares to be sold by the Company pursuant to this Agreement will not be subject to any statutory and contractual preemptive rights, rights of first refusal or other and similar rights to subscribe for or purchase securities of the Companyrights.

Authorization of Shares. The Shares have been duly authorized for issuance and sale pursuant to be sold this Agreement and, when issued and delivered by the Company pursuant to this Agreement have been duly authorized and, when issued and duly delivered by the Company against payment therefor pursuant to this or any Terms Agreement, will be validly issued, fully paid and nonassessable. The , and the issuance and sale of the Shares to be sold by the Company pursuant to this Agreement will is not be subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the CompanyShares.

Authorization of Shares. The Shares to be issued and sold by the Company pursuant to this Agreement hereunder have been duly authorized by the Company and, when issued and duly delivered by and paid for as provided herein or therein, as the Company against payment therefor pursuant to this Agreementcase may be, will be duly and validly issued, will be fully paid and nonassessable. The nonassessable and will conform to the description thereof in the Registration Statement and the Prospectus; and the issuance and sale of the Shares to be sold by the Company pursuant to this Agreement is not and will not be subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the Companyexcept such as have been waived.