Common use of COMPLIANCE WITH OTHER INSTRUMENTS, NONE BURDENSOME, ETC Clause in Contracts

COMPLIANCE WITH OTHER INSTRUMENTS, NONE BURDENSOME, ETC. The -------------------------------------------------------- Company is not in violation of any term of Certificate of Incorporation or its Bylaws, as amended, or any mortgage, indenture, contract, agreement, instrument, judgment, decree or order by which the Company is bound or to which its properties are subject or, to its knowledge, any statute, rule, or regulation applicable to the Company where such violation would materially and adversely affect the business, assets, liabilities, financial condition, operations or prospects of the Company. The execution, delivery and performance of and compliance with this Agreement and the transactions contemplated hereby and thereby will not result in any such violation and will not be in conflict with or constitute a default under any of the foregoing and will not result in the creation of any mortgage, pledge, lien, encumbrance or charge upon any of the properties or assets of the Company pursuant to any of the foregoing.

COMPLIANCE WITH OTHER INSTRUMENTS, NONE BURDENSOME, ETC. The -------------------------------------------------------- ------------------------------------------------------- Company is not in violation of any term of Certificate its Articles or Bylaws. The Company is not in violation of Incorporation any term or its Bylaws, as amended, or provision of any material mortgage, indenture, contract, agreement, instrument, judgment, judgment or decree or order by which and the Company is bound or to which its properties are subject ornot in violation of any applicable order, to its knowledge, any statute, rule, rule or regulation applicable to the Company where such violation would materially could have a material and adversely affect the business, assets, liabilities, financial condition, operations or prospects of adverse effect on the Company. The execution, delivery and performance of and compliance with this Agreement and the transactions contemplated hereby other Financing Agreements and thereby the issuance of the Shares and the Conversion Stock have not resulted and will not result in any such violation and will not be in of or conflict with the Company's Articles or constitute a default under any of the foregoing Bylaws, and have not resulted and will not result in any violation of, or be in conflict with, or constitute a default under, or result in the creation of of, any mortgage, pledge, lien, encumbrance or charge upon any of the properties or assets of the Company; and there is no such violation or default or event which, with the passage of time or giving of notice or both, would constitute a violation or default which would materially and adversely affect the business of the Company pursuant to or any of the foregoingits properties or assets.

COMPLIANCE WITH OTHER INSTRUMENTS, NONE BURDENSOME, ETC. The -------------------------------------------------------- Company is not in violation violation, default or breach of any term of its present Restated Certificate of Incorporation or its Bylaws, as amendedthe same may be amended to date, or any mortgage, indenture, contract, agreement, instrument, judgment, decree or order by which the Company is bound or to which its properties are subject or, to its knowledge, any statute, rule, or regulation applicable to the Company where such violation violation, default or breach would materially and adversely affect the business, assets, liabilities, financial condition, condition or operations or prospects of the Company. The execution, delivery and performance by the Company of and compliance by the Company with this Agreement and the Second Amended and Restated Rights Agreement, and the transactions contemplated hereby and thereby thereby, will not result in any such violation and will not be in conflict with or constitute a default or breach under any of the foregoing and will not result in the creation of any mortgage, pledge, lien, encumbrance or charge upon any of the properties or assets of the Company pursuant to any of the foregoing.

COMPLIANCE WITH OTHER INSTRUMENTS, NONE BURDENSOME, ETC. The -------------------------------------------------------- ------------------------------------------------------- Company is not in violation of any term of Certificate its Articles or Bylaws. The Company is not in violation of Incorporation any term or its Bylaws, as amended, or provision of any material mortgage, indenture, contract, agreement, instrument, judgment, judgment or decree or order by which and the Company is bound or to which its properties are subject ornot in violation of any applicable order, to its knowledge, any statute, rule, rule or regulation applicable to the Company where such violation would materially have a material and adversely affect the business, assets, liabilities, financial condition, operations or prospects of adverse effect on the Company. The execution, delivery and performance of and compliance with this Agreement and the transactions contemplated hereby other Financing Agreements and thereby the issuance of the Shares and the Conversion Stock have not resulted and will not result in any such violation and will not be in of or conflict with the Company's Articles or constitute a default under any of the foregoing Bylaws, and have not resulted and will not result in any material violation of, or be in conflict with, or constitute a default under, or result in the creation of of, any mortgage, pledge, lien, encumbrance or charge upon any of the properties or assets of the Company; and there is no such violation or default or event which, with the passage of time or giving of notice or both, would constitute a violation or default which would materially and adversely affect the business of the Company pursuant to or any of the foregoingits properties or assets.

COMPLIANCE WITH OTHER INSTRUMENTS, NONE BURDENSOME, ETC. The -------------------------------------------------------- ------------------------------------------------------- Company is not in violation of any term of Certificate its Articles or Bylaws. The Company is not in violation of Incorporation any term or its Bylaws, as amended, or provision of any material mortgage, indenture, contract, agreement, instrument, judgment, judgment or decree or order by which and the Company is bound or to which its properties are subject ornot in violation of any applicable order, to its knowledge, any statute, rule, rule or regulation applicable to the Company where such violation would materially could have a material and adversely affect the business, assets, liabilities, financial condition, operations or prospects of adverse effect on the Company. The execution, delivery and performance of and compliance with this Agreement and the transactions contemplated hereby other Transaction Agreements and thereby the issuance of the Shares have not resulted and will not result in any such violation and will not be in of or conflict with the Company's Articles or constitute a default under any of the foregoing Bylaws, and have not resulted and will not result in any violation of, or be in conflict with, or constitute a default under, or result in the creation of of, any mortgage, pledge, lien, encumbrance or charge upon any of the properties or assets of the Company; and there is no such violation or default or event which, with the passage of time or giving of notice or both, would constitute a violation or default which would materially and adversely affect the business of the Company pursuant to or any of the foregoingits properties or assets.