Common use of Capital Stock of the Company; Beneficial Ownership Clause in Contracts

Capital Stock of the Company; Beneficial Ownership. (a) The authorized capital stock of the Company consists of 1,000 shares of Common Stock without par value, of which 111 shares are duly and validly issued, outstanding, fully paid and non-assessable and of which 889 shares are authorized but unissued. Except as set forth in SCHEDULE 5.3, there are no outstanding options, warrants, rights, commitments, preemptive rights or agreements of any kind for the issuance or sale of, or outstanding securities convertible into, any additional shares of capital stock of any class of the Company. None of the Company's capital stock has been issued in violation of any federal or state law. There are no voting trusts, voting agreements, proxies or other agreements, instruments or undertakings with respect to the voting of the Company Common Shares to which the Company or any of the Stockholders is a party.

Capital Stock of the Company; Beneficial Ownership. (a) The authorized capital stock of the Company consists of 1,000 Ten Thousand (1,000) shares of Common Stock without Stock, One Dollar ($1.00) par valuevalue per share, of which 111 One Thousand (1,000) shares are duly and validly issued, outstanding, fully paid and non-assessable and of which 889 shares are authorized but unissuedassessable. Except as set forth in SCHEDULE 5.3, there There are no outstanding options, warrants, rights, commitments, preemptive rights or agreements of any kind for the issuance or sale of, or outstanding securities convertible into, any additional shares of capital stock of any class of the Company. None of the Company's capital stock issued to Buyer has been issued in violation of any federal or state law. There Except as described in Schedule 2.3(a), there are no voting trusts, voting agreements, proxies or other agreements, instruments or undertakings with respect to the voting of the Company Common Shares to which the Company or any of the Stockholders is a party.

Capital Stock of the Company; Beneficial Ownership. (a) a. The authorized capital stock of the Company consists of 1,000 one thousand (1,000) shares of Common Stock without Stock, one dollar ($1.00) par valuevalue per share, of which 111 two hundred (200) shares are duly and validly issued, outstanding, fully paid and non-assessable and of which 889 shares are authorized but unissuedassessable. Except as set forth in SCHEDULE 5.3, there There are no outstanding options, warrants, rights, commitments, preemptive rights or agreements of any kind for the issuance or sale of, or outstanding securities convertible into, any additional shares of capital stock of any class of the Company. None of the Company's capital stock has been issued in violation of any federal or state law. There Except as described in SCHEDULE 2.3(A), there are no voting trusts, voting agreements, proxies or other agreements, instruments or undertakings with respect to the voting of the Company Common Shares to which the Company or any of the Stockholders is a party.

Capital Stock of the Company; Beneficial Ownership. (a) The authorized capital stock of the Company consists of 1,000 fifty (50) shares of Common Stock without Stock, zero ($0.00) par valuevalue per share, of which 111 fifty (50) shares are duly and validly issued, outstanding, fully paid and non-assessable and of which 889 zero (0) shares are authorized but unissued. Except as set forth in SCHEDULE 5.3, there There are no outstanding options, warrants, rights, commitments, preemptive rights or agreements of any kind for the issuance or sale of, or outstanding securities convertible into, any additional shares of capital stock of any class of the Company. None of the Company's capital stock has been issued in violation of any federal or state law. There Except as described in SCHEDULE 2.3(A), there are no voting trusts, voting agreements, proxies or other agreements, instruments or undertakings with respect to the voting of the Company Common Shares to which the Company or any of the Stockholders is a party.