Common use of Capital Stock of RMSI Clause in Contracts

Capital Stock of RMSI. The authorized capital stock of RMSI consists of 1,000,000 shares of RMSI Common Stock of which 137,635 shares are issued and outstanding and no shares are held in treasury. The authorized capital stock of RMSI does not include any preferred stock. As of the date hereof, all of the outstanding shares of RMSI Common Stock have been duly and validly issued and are fully paid and non-assessable. Except as disclosed in Section 3.3 of the RMSI Disclosure Letter, there are no outstanding options, warrants, rights, commitments, preemptive rights or agreements of any kind for the issuance or sale by RMSI of, or outstanding securities convertible into, any additional shares of capital stock of any class of RMSI or outstanding warrants, options or other rights to acquire any such convertible securities or stock appreciation rights or other instrument whose value is derived from the capital stock of RMSI, except for that certain warrant dated October 7, 1997 and held by Willxxx X. Xxxxxxxx (xxe "Robixxxx Xxxrant"). Except as set forth in Section 3.3 of the RMSI Disclosure Letter, there are no voting trusts, voting agreements, proxies or other agreements, instruments or undertakings with respect to the voting of RMSI Common Stock to which RMSI or, to RMSI's knowledge, any of its stockholders is a party. The RMSI Stockholders own of record all of the issued and outstanding shares of capital stock of RMSI, in the amounts set forth in Section 3.3 of the RMSI Disclosure Letter, except for the Robixxxx Xxxrant.

Capital Stock of RMSI. The authorized capital stock of RMSI consists --------------------- of 1,000,000 shares of RMSI Common Stock of which 137,635 shares are issued and outstanding and no shares are held in treasury. The authorized capital stock of RMSI does not include any preferred stock. As of the date hereof, all of the outstanding shares of RMSI Common Stock have been duly and validly issued and are fully paid and non-assessable. Except as disclosed in Section 3.3 of the RMSI Disclosure Letter, there are no outstanding options, warrants, rights, commitments, preemptive rights or agreements of any kind for the issuance or sale by RMSI of, or outstanding securities convertible into, any additional shares of capital stock of any class of RMSI or outstanding warrants, options or other rights to acquire any such convertible securities or stock appreciation rights or other instrument whose value is derived from the capital stock of RMSI, except for that certain warrant dated October 7, 1997 and held by Willxxx Xxxxxxx X. Xxxxxxxx (xxe the "Robixxxx XxxrantXxxxxxxx Warrant"). Except as set forth in Section 3.3 of the RMSI Disclosure Letter, there are no voting trusts, voting agreements, proxies or other agreements, instruments or undertakings with respect to the voting of RMSI Common Stock to which RMSI or, to RMSI's knowledge, any of its stockholders is a party. The RMSI Stockholders own of record all of the issued and outstanding shares of capital stock of RMSI, in the amounts set forth in Section 3.3 of the RMSI Disclosure Letter, except for the Robixxxx XxxrantXxxxxxxx Warrant.

Capital Stock of RMSI. The authorized capital stock of RMSI consists of 1,000,000 shares of RMSI Common Stock of which 137,635 shares are issued and outstanding and no shares are held in treasury. The authorized capital stock of RMSI does not include any preferred stock. As of the date hereof, all of the outstanding shares of RMSI Common Stock have been duly and validly issued and are fully paid and non-assessable. Except as disclosed in Section 3.3 of the RMSI Disclosure Letter, there are no outstanding options, warrants, rights, commitments, preemptive rights or agreements of any kind for the issuance or sale by RMSI of, or outstanding securities convertible into, any additional shares of capital stock of any class of RMSI or outstanding warrants, options or other rights to acquire any such convertible securities or stock appreciation rights or other instrument whose value is derived from the capital stock of RMSI, except for that certain warrant dated October 7, 1997 and held by Willxxx Xxxxxxx X. Xxxxxxxx (xxe the "Robixxxx XxxrantXxxxxxxx Warrant"). Except as set forth in Section 3.3 of the RMSI Disclosure Letter, there are no voting trusts, voting agreements, proxies or other agreements, instruments or undertakings with respect to the voting of RMSI Common Stock to which RMSI or, to RMSI's knowledge, any of its stockholders is a party. The RMSI Stockholders own of record all of the issued and outstanding shares of capital stock of RMSI, in the amounts set forth in Section 3.3 of the RMSI Disclosure Letter, except for the Robixxxx XxxrantXxxxxxxx Warrant.