Common use of CAPITAL STOCK OF TCI AND NEWCO Clause in Contracts

CAPITAL STOCK OF TCI AND NEWCO. The authorized capital stock of TCI and Newco is as set forth in Sections 1.4(ii) and (iii), respectively. All of the issued and outstanding shares of the capital stock of Newco are owned by TCI. All of the issued and outstanding shares of the capital stock of TCI and Newco have been duly authorized and validly issued, are fully paid and nonassessable, and further, such shares were offered, issued, sold and delivered by TCI and Newco in compliance with all applicable state and federal laws concerning the issuance of securities. Further, none of such shares were issued in violation of the preemptive rights of any past or present stockholder of TCI or Newco.