Common use of Capitalization of NAS Clause in Contracts

Capitalization of NAS. As of the date of this Agreement, the authorized capital stock of NAS consists of 100,000,000 shares of NAS Common Stock, $0.0001 par value, of which 8,000,000 shares of NAS Common Stock are issued and outstanding. There are also authorized 20,000,000 shares of NAS preferred stock $0.0001 par value, of which none are outstanding. There are no other shares of NAS capital stock issuable upon the exercise of outstanding warrants, convertible notes, options or otherwise. Except as set forth herein, no shares of capital stock or other equity securities of NAS are issued, reserved for issuance or outstanding. As soon as practicable,, NAS shall amend its Articles of Incorporation to provide for a series of preferred stock in such amounts and with such designations, preferences, and rights as are included in OTM's Series A Convertible Preferred Stock. All of the shares of common stock and preferred stock issued pursuant to this Agreement will be, when issued, duly authorized, validly issued, fully paid and non-assessable, not subject to preemptive rights, and issued in compliance with all applicable state and federal laws concerning the issuance of securities.