Common use of Capitalization of the Buyer Clause in Contracts

Capitalization of the Buyer. On the date hereof, the Buyer's authorized capital stock consists of 35,000,000 shares of Common Stock, $.01 par value ("Common Stock"), and 2,000,000 shares of Preferred Stock, $.01 par value per share, none of which shares of Preferred Stock are issued or outstanding. As of September 9, 1996, there were issued and outstanding 12,070,239 shares of Common Stock of the Buyer. All of the outstanding shares of capital stock of the Buyer have been and on the Closing Date will be duly and validly issued and are, or will be, fully paid and nonassessable.

Capitalization of the Buyer. On the date hereof, the Buyer's ’s authorized capital stock consists of 35,000,000 900,000,000 shares of Common Stock, US $.01 0.00001 par value value, of which 2,917,799 shares are issued and outstanding, with 20,000,000 Preferred A stock authorized with 3,489,510 shares issued and outstanding ("Common Stock"which will be retired), and 2,000,000 10,000,000 Preferred B stock authorized with 500 shares of Preferred Stock, $.01 par value per share, none of which shares of Preferred Stock are issued or outstanding. As of September 9, 1996, there were issued and outstanding 12,070,239 shares of Common Stock of the Buyeroutstanding. All of the outstanding shares of capital stock of the Buyer have been and on the Closing Date will be duly and validly issued and are, or will be, are fully paid and nonassessablenon-assessable.

Capitalization of the Buyer. On the date hereof, the Buyer's ’s authorized capital stock consists of 35,000,000 550,000,000 shares of Common Stockstock, 529,999,000 shares being common stock US $.01 0.0001 par value ("Common Stock")value, of which 306,618 common shares are issued and outstanding, with 20,001,000 shares are designated as Preferred stock PAR US $0.0001 authorized with 20,000,000 shares designated as Preferred Series A with 317,500 shares of Series A are issued and outstanding, and 2,000,000 1,000 Preferred B stock authorized with 1000 shares of Preferred Stock, $.01 par value per share, none of which shares of Preferred Stock are issued or outstanding. As of September 9, 1996, there were issued and outstanding 12,070,239 shares of Common Stock of the Buyeroutstanding. All of the outstanding shares of capital stock of the Buyer have been and on the Closing Date will be duly and validly issued and are, or will be, are fully paid and nonassessablenon-assessable.

Capitalization of the Buyer. On the date hereof, the Buyer's authorized capital stock consists of 35,000,000 (i) 100,000,000 shares of Common Stock, $.01 .001 par value value, of which 28,565,246 shares were issued and outstanding as of December 31, 1996 and ("Common Stock"), and ii) 2,000,000 shares of Preferred Stock, $.01 .10 par value per share, none of which shares of Preferred Stock are issued or outstanding. As of September 9, 1996, there were issued and outstanding 12,070,239 shares of Common Stock of on the Buyerdate hereof. All of the outstanding shares of capital stock of the Buyer have been and on the Closing Date will be duly and validly issued and are, or will be, fully paid and nonassessablenon-assessable.

Capitalization of the Buyer. On the date hereof, the Buyer's authorized capital stock consists of 35,000,000 shares of Common Stock, $.01 par value ("Common Stock"), ) and 2,000,000 shares of Preferred Stock, $.01 par value per share, none of which shares of Preferred Stock are issued or outstanding. As of September 9, 1996, there were issued and outstanding 12,070,239 shares of Common Stock of the Buyerwere issued and outstanding. All of the outstanding shares of capital stock of the Buyer have been and on the Closing Date will be duly and validly issued and are, or will be, fully paid and nonassessable.

Capitalization of the Buyer. On the date hereof, the Buyer's authorized capital stock consists of 35,000,000 25,000,000 shares of Common Stock, $.01 par value ("Common Stock"), of which 12,070,239 shares are issued and outstanding as of the date hereof, and 2,000,000 shares of Preferred Stock, $.01 par value per share, none of which shares of Preferred Stock are issued or outstandingoutstanding as of the date hereof. As of September 9the date hereof, 1996, there were issued and outstanding 12,070,239 shares of Common Stock of the Buyer. All all of the outstanding shares of capital stock of the Buyer have been and on the Closing Date will be duly and validly issued and are, or will be, fully paid and nonassessable.