Common use of Capitalization of the Target Clause in Contracts

Capitalization of the Target. The authorized capital stock of the Target consists of 1,000 shares of common stock, no par value (the "TARGET COMMON STOCK"), of which 200 shares are issued and outstanding. All issued and outstanding shares of Target Common Stock are duly authorized, validly issued, fully paid and nonassessable, and are held of record by the Selling Stockholders. There are no outstanding options, warrants, rights, subscriptions, calls, contracts or other agreements to issue, purchase or acquire, or securities convertible into, shares of capital stock or other securities of any kind representing an ownership interest in the Target, and no Selling Stockholder is a party to any proxy, voting trust or other agreements with respect to the voting of the Target Common Stock.

Capitalization of the Target. The authorized capital stock of the Target consists of 1,000 20,000,000 shares of common stock, no $0.0001 par value (the "TARGET COMMON STOCKTarget Common Stock"), of which 200 16,000,000 shares are issued and outstanding. All issued and outstanding shares of Target Common Stock are duly authorized, validly issued, fully paid and nonassessable, and are held of record by the Selling Stockholders. There are no outstanding options, warrants, rights, subscriptions, calls, contracts or other agreements to issue, purchase or acquire, or securities convertible into, shares of capital stock or other securities of any kind representing an ownership interest in the Target, and no Selling Stockholder is a party to any proxy, voting trust or other agreements with respect to the voting of the Target Common Stock.

Capitalization of the Target. The authorized capital stock of the Target consists of 1,000 200 shares of common stock, no $.001 par value (the "TARGET COMMON STOCK")value, of which 200 100 shares are issued and outstanding. All issued and outstanding shares of Target Common Stock Shares are duly authorized, validly issued, fully paid and nonassessable, and are held of record by the Selling StockholdersShareholders. There are no outstanding options, warrants, rights, subscriptions, calls, contracts or other agreements to issue, purchase or acquire, or securities convertible into, shares of capital stock or other securities of any kind representing an ownership interest in the Target, Target and no Selling Stockholder Shareholder is a party to any proxy, voting trust or other agreements with respect to except as set forth on Schedule 3.2 the voting of the Target Common StockShares.

Capitalization of the Target. The authorized capital stock of the Target consists of 1,000 shares of common stock, no par value (the "TARGET COMMON STOCK"“Target Common Stock”), of which 200 100 shares are issued and outstanding. All issued and outstanding shares of Target Common Stock are duly authorized, validly issued, fully paid and nonassessable, and are held of record by the Selling Stockholders. There are no outstanding options, warrants, rights, subscriptions, calls, contracts or other agreements to issue, purchase or acquire, or securities convertible into, shares of capital stock or other securities of any kind representing an ownership interest in the Target, Target and no Selling Stockholder is a party to any proxy, voting trust or other agreements with respect to the voting of the Target Common Stock.