Common use of Capital Stock Duly Authorized and Validly Issued Clause in Contracts

Capital Stock Duly Authorized and Validly Issued. All of the issued and outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and nonassessable; all of the issued and outstanding capital stock or other equity interests of each Significant Subsidiary has been duly authorized and validly issued, is fully paid and (as applicable) nonassessable and, except as disclosed in the Registration Statement, the General Disclosure Package and the Final Prospectus, is owned by the Company, directly or through subsidiaries, free and clear of any security interest, mortgage, pledge, lien, or encumbrance (collectively, “Liens”); and none of the issued and outstanding capital stock or other equity interests of the Company or any of the Significant Subsidiaries was issued in violation of any preemptive or similar rights arising by operation of law, under the charter, bylaws or other organizational documents of the Company or any of the Significant Subsidiaries or under any agreement to which the Company or any of the Significant Subsidiaries is a party or by which any of their property is bound.

Capital Stock Duly Authorized and Validly Issued. All of the issued and outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and nonassessable; all of the issued and outstanding capital stock or other equity interests of each Significant Subsidiary of the Company has been duly authorized and validly issued, is fully paid and (as applicable) nonassessable and, except as disclosed in the Registration Statement, the General Disclosure Package and the Final Prospectus, is owned by the Company, directly or through subsidiariessubsidiaries (except for directors' qualifying shares), free and clear of any security interest, mortgage, pledge, lien, encumbrance, claim or encumbrance equitable right (collectively, “"Liens”"); and none of the issued and outstanding capital stock or other equity interests of the Company or any of the its Significant Subsidiaries was issued in violation of any preemptive or similar rights arising by operation of law, under the charter, bylaws or other organizational documents of the Company or any of the Significant Subsidiaries its subsidiaries or under any agreement to which the Company or any of the Significant Subsidiaries its subsidiaries is a party or by which any of their property is boundparty.

Capital Stock Duly Authorized and Validly Issued. All of the issued and outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and nonassessable; all of the issued and outstanding capital stock or other equity interests of each Significant Subsidiary and each Guarantor has been duly authorized and validly issued, is fully paid and (as applicable) nonassessable and, except as disclosed in the Registration Statement, the General Disclosure Package and the Final Prospectus, is owned by the Company, directly or through subsidiaries, free and clear of any security interest, mortgage, pledge, lien, encumbrance, claim or encumbrance equitable right (collectively, “Liens”); and none of the issued and outstanding capital stock or other equity interests of the Company or any of the Significant Subsidiaries or Guarantors was issued in violation of any preemptive or similar rights arising by operation of law, under the charter, bylaws or other organizational documents of the Company or any of the Significant Subsidiaries or Guarantors or under any agreement to which the Company or any of the Significant Subsidiaries or Guarantors is a party or by which any of their property is boundparty.

Capital Stock Duly Authorized and Validly Issued. All of the issued and outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and nonassessable; all of the issued and outstanding capital stock or other equity interests of each Significant Subsidiary subsidiary of the Company has been duly authorized and validly issued, is fully paid and (as applicable) nonassessable and, except as disclosed in the Registration Statement, the General Disclosure Package and the Final ProspectusSchedule 1(a)(xi) attached hereto, is owned by the Company, directly or through subsidiaries, free and clear of any security interest, mortgage, pledge, lien, encumbrance, claim or encumbrance (collectively, “Liens”)equitable right; and none of the issued and outstanding capital stock or other equity interests of the Company or any of the its Significant Subsidiaries was issued in violation of any preemptive or similar rights arising by operation of law, under the charter, bylaws by-laws or other organizational documents code of regulations of the Company or any of the its Significant Subsidiaries or under any agreement to which the Company or any of the its Significant Subsidiaries is a party or by which any of their property is boundparty.

Capital Stock Duly Authorized and Validly Issued. All To my knowledge, (i) all of the issued and outstanding shares of capital stock of the Company has have been duly authorized and validly issued and is are fully paid and nonassessable; (ii) all of the issued and outstanding shares of capital stock or other equity interests of each Significant Subsidiary has of the Subsidiaries have been duly authorized and validly issued, is are fully paid and (as applicable) nonassessable and, except as disclosed in the Registration Statement, the General Disclosure Package and the Final Prospectus, is are owned of record by the Company, directly or through subsidiaries, Company free and clear of any security interest, mortgage, pledge, lien, encumbrance, claim or encumbrance (collectively, “Liens”)equitable right; and (iii) none of the issued and outstanding shares of capital stock or other equity interests of the Company or any of the Significant Subsidiaries was Subsidiary were issued in violation of any preemptive or similar rights of any shareholder of the Company or such Subsidiary, as the case may be, arising by operation of law, or under the chartercertificate of incorporation, bylaws by-laws or other organizational documents of the Company or any of the Significant Subsidiaries such Subsidiary or under any agreement to which the Company or any of the Significant Subsidiaries such Subsidiary is a party or by which any of their property is boundparty.

Capital Stock Duly Authorized and Validly Issued. All of the issued and outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and nonassessable; all of the issued and outstanding capital stock or other equity interests of each Significant Subsidiary has been duly authorized and validly issued, is fully paid and (as applicable) nonassessable and, except as disclosed in the Registration Statement, the General Disclosure Package and the Final Prospectus, is owned by the Company, directly or through subsidiaries, free and clear of any security interest, mortgage, pledge, lien, encumbrance, claim or encumbrance equitable right (collectively, “Liens”); and none of the issued and outstanding capital stock or other equity interests of the Company or any of the Significant Subsidiaries was issued in violation of any preemptive or similar rights arising by operation of law, under the charter, bylaws or other organizational documents of the Company or any of the Significant Subsidiaries or under any agreement to which the Company or any of the Significant Subsidiaries is a party or by which any of their property is boundparty.

Capital Stock Duly Authorized and Validly Issued. All of the issued and outstanding capital stock of the Company and the Guarantor has been duly authorized and validly issued and is fully paid and nonassessable; all of the issued and outstanding capital stock or other equity interests of each Significant Subsidiary subsidiary of the Company and the Guarantor has been duly authorized and validly issued, is fully paid and (as applicable) nonassessable and, except as disclosed in the Registration Statement, the General Disclosure Package and the Final Prospectus, is owned by the CompanyCompany or the Guarantor, as the case may be, directly or through subsidiaries, free and clear of any security interest, mortgage, pledge, lien, encumbrance, claim or encumbrance (collectively, “Liens”)equitable right; and none of the issued and outstanding capital stock or other equity interests of the Company Company, the Guarantor or any of the their Significant Subsidiaries was issued in violation of any preemptive or similar rights arising by operation of law, under the charter, bylaws by-laws or other organizational documents code of regulations of the Company Company, the Guarantor or any of the their Significant Subsidiaries or under any agreement to which the Company Company, the Guarantor or any of the their Significant Subsidiaries is a party or by which any of their property is boundparty.