Common use of Corporate Authorization; No Contravention Clause in Contracts

Corporate Authorization; No Contravention. The execution, delivery and performance by the Company of this Warrant and the transactions contemplated hereby, including, without limitation, the sale, issuance and delivery of the Warrant Shares, (i) have been duly authorized by all necessary corporate action of the Company; (ii) do not contravene the terms of the Certificate of Incorporation or By-laws; and (iii) do not violate, conflict with or result in any breach or contravention of, or the creation of any Lien under, any Contractual Obligation of the Company or any Requirement of Law applicable to the Company.

Corporate Authorization; No Contravention. The execution, delivery and performance by the Company of this Warrant each Transaction Document to which it is a party and the consummation of the transactions contemplated herebyhereby and thereby, including, including without limitation, limitation the sale, issuance and delivery of the Warrant Shares, Securities: (ia) have has been duly authorized by all necessary corporate action of the Companycorporate, and if required, stockholder action; (iib) do does not contravene the terms of the Certificate Company's certificate of Incorporation incorporation or Byby-laws, or any amendment thereof; and (iiic) do will not violate, conflict with or result in any breach or contravention of, of or the creation of any Lien under, any Contractual Obligation of the Company or any Requirement of Law applicable to the Company, except where such violation, conflict or result could not reasonably be expected to have a Material Adverse Effect.

Corporate Authorization; No Contravention. The execution, delivery and performance by the Company of this Warrant Agreement and the transactions contemplated hereby, including, without limitation, the sale, issuance and delivery of the Warrant Shares, hereby (i) have been duly authorized by all necessary corporate action of the Company; , (ii) do not contravene the terms of the Certificate certificate of Incorporation incorporation or Byby-laws; laws of the Company, and (iii) do not violate, conflict with or result in any breach or contravention of, or the creation of any Lien under, any Contractual Obligation of the Company or any Requirement of Law applicable to the Company.

Corporate Authorization; No Contravention. The execution, delivery and performance by the Company of this Warrant each of the Transaction Agreements and the consummation of the transactions contemplated herebythereby, including, including without limitation, the sale, issuance and delivery of the Warrant Shares, Securities (ia) have has been duly authorized by all necessary corporate action of the Company; action, including, if required, stockholder action, (iib) do does not and will not conflict with or contravene the terms of the Certificate of Incorporation or the By-lawsLaws of the Company, or any amendment thereof; and (iiic) do does not and will not violate, conflict with or result in any material breach or contravention of, or the creation of any Lien under, (i) any Contractual Obligation of the Company or any Requirement of its Subsidiaries, or (ii) any Requirements of Law applicable to the CompanyCompany or any of its Subsidiaries.

Corporate Authorization; No Contravention. The execution, delivery and performance by the Company of this Warrant Agreement and the consummation of the transactions contemplated hereby, including, including without limitation, the sale, issuance and delivery of the Warrant Shares, Common Shares (ia) have has been duly authorized by all necessary corporate action of the Company; action, including, if required, stockholder action, (iib) do does not and will not conflict with or contravene the terms of the Certificate of Incorporation or the By-lawsLaws of the Company, or any amendment thereof; and (iiic) do does not and will not violate, conflict with or result in any material breach or contravention of, or the creation of any Lien under, (i) any Contractual Obligation of the Company Company, or (ii) any Requirement Requirements of Law applicable to the Company.

Corporate Authorization; No Contravention. The execution, delivery and performance by the Company of this Warrant Agreement and the transactions contemplated hereby, including, including without limitation, the sale, issuance and delivery of the Warrant Shareslimitation [REDACTED], (ia) have been duly authorized by all necessary corporate action of the Company; corporate, and if required, stockholder action, (iib) do not contravene the terms of the Certificate organizational documents of Incorporation or By-laws; the Company and (iiic) do will not violate, conflict with or result in any breach or contravention of, of or the creation of any Lien under, any Contractual Obligation of the Company Company, or any Requirement of Law applicable to the Company.

Corporate Authorization; No Contravention. The execution, delivery and performance by the Company of this Warrant Agreement and the transactions contemplated hereby, including, without limitation, the sale, issuance and delivery of the Warrant Shares, (ia) have been duly authorized by all necessary corporate action of the Company; (iib) do not contravene the terms of the Certificate of Incorporation or By-lawsLaws; and (iiic) do not violate, conflict with or result in any breach or contravention of, of or the creation of any Lien under, any Contractual Obligation of the Company Company, or any Requirement of Law applicable to the Company.

Corporate Authorization; No Contravention. The execution, ----------------------------------------- delivery and performance by the Company of this Warrant Agreement and the transactions contemplated hereby, including, without limitation, the sale, issuance and delivery of the Warrant Shares, (ia) have been duly authorized by all necessary corporate action of the Company; (iib) do not contravene the terms of the Certificate of Incorporation or By-lawsLaws; and (iiic) do not violate, conflict with or result in any breach or contravention of, of or the creation of any Lien under, any Contractual Obligation of the Company Company, or any Requirement of Law applicable to the Company.

Corporate Authorization; No Contravention. (a) The execution, delivery and performance by the Company of this Warrant Agreement and each other Transaction Document to which it is a party, including the transactions contemplated hereby, including, without limitation, issuance by the sale, issuance and delivery Company of the Warrant SharesSecurities, (i1) have been duly authorized by all necessary corporate action of the Company; action, (ii2) do not contravene the terms of the Certificate of Incorporation or By-laws; Company Charter Documents, and (iii3) do will not violate, conflict with or result in any breach or contravention of, or the creation of any Lien under, any Contractual Obligation of the Company or any Requirement of Law applicable to the CompanyLaw.

Corporate Authorization; No Contravention. The execution, delivery and performance by the Company of this Warrant Agreement and the transactions contemplated hereby, including, including without limitation, limitation the sale, issuance and delivery by the Company of the Warrant SharesWarrants, (ia) have been duly authorized by all necessary corporate action of the Company; corporate, and if required, stockholder action, (iib) do not contravene the terms of the Certificate organizational documents of Incorporation or By-laws; the Company and (iiic) do will not violate, conflict with or result in any breach or contravention of, of or the creation of any Lien under, any Contractual Obligation of the Company Company, or any Requirement of Law applicable to the Company.

Corporate Authorization; No Contravention. The execution, delivery and performance by the Company of this Warrant each of the Transaction Agreements and the consummation of the transactions contemplated herebythereby, including, including without limitation, the sale, issuance and delivery of the Warrant Shares, Preferred Shares (ia) have has been duly authorized by all necessary corporate action of the Company; action, including, if required, stockholder action, (iib) do does not and will not conflict with or contravene the terms of the Certificate of Incorporation or the By-lawsLaws of the Company, or any amendment thereof; and (iiic) do does not and will not violate, conflict with or result in any material breach or contravention of, or the creation of any Lien under, (i) any Contractual Obligation of the Company or any Requirement Company Affiliate, or (ii) any Requirements of Law applicable to the CompanyCompany or any Company Affiliate.