Common use of Capitalization of OSI Clause in Contracts

Capitalization of OSI. The authorized capital stock of OSI consists of Two Hundred Million (200,000,000) shares of Common Stock, $.01 par value and Two Million (2,000,000) shares of Preferred Stock, $.01 par value, of which approximately ZXZ76,000,000 shares of Common Stock and no shares of Preferred Stock were issued and outstanding as of ZXZFebruary 28, 2003. All of the issued and outstanding shares of OSI Common Stock have been duly authorized and validly issued and are fully paid and nonassessable. The shares of OSI Common Stock to be issued pursuant to the Purchase, when issued and delivered, will be duly authorized, validly issued, fully paid and non-assessable. As of the date hereof, except for (i) employee and director stock options to acquire shares of OSI Common Stock; and (ii) employee stock ownership plans, there are no options, warrants or other rights, agreements or commitments outstanding obligating Buyer or OSI to issue shares of its capital stock. All of the outstanding shares of capital stock of Buyer are owned by OSI, free and clear of any lien or encumbrance.

Capitalization of OSI. The authorized capital stock of OSI consists of Two Hundred Million (200,000,000) shares of Common Stock, $.01 par value and Two Million (2,000,000) shares of Preferred Stock, $.01 par value, of which approximately ZXZ76,000,000 76,000,000 shares of Common Stock and no shares of Preferred Stock were issued and outstanding as of ZXZFebruary February 28, 2003. All of the issued and outstanding shares of OSI Common Stock have been duly authorized and validly issued and are fully paid and nonassessable. The shares of OSI Common Stock to be issued pursuant to the Purchase, when issued and delivered, will be duly authorized, validly issued, fully paid and non-assessable. As of the date hereof, except for (i) employee and director stock options to acquire shares of OSI Common Stock; and (ii) employee stock ownership plans, there are no options, warrants or other rights, agreements or commitments outstanding obligating Buyer or OSI to issue shares of its capital stock. All of the outstanding shares of capital stock of Buyer are owned by OSI, free and clear of any lien or encumbrance.

Capitalization of OSI. The authorized capital stock of OSI consists of Two Hundred Million (200,000,000) shares of Common Stock, $.01 par value and Two Million (2,000,000) shares of Preferred Stock, $.01 par value, of which approximately ZXZ76,000,000 77,302,000 shares of Common Stock and no shares of Preferred Stock were issued and outstanding as of ZXZFebruary February 28, 20032002. All of the issued and outstanding shares of OSI Common Stock have been duly authorized and validly issued and are fully paid and nonassessable. The shares of OSI Common Stock to be issued pursuant to the Purchase, when issued and delivered, will be duly authorized, validly issued, fully paid and non-assessable. As of the date hereof, except for (i) employee and director stock options to acquire shares of OSI Common Stock; Stock and (ii) employee stock ownership plans, there are no options, warrants or other rights, agreements or commitments outstanding obligating Buyer or OSI to issue shares of its capital stock. All of the outstanding shares of capital stock of Buyer are owned by OSI, free and clear of any lien or encumbrance.