Common use of Lawful Issuance Clause in Contracts

Lawful Issuance. All of the outstanding shares of capital stock --------------- and other securities of the Company were offered, issued, and sold, and the Purchased Securities have been offered and at the Closing will be issued and sold, in compliance with (i) all applicable preemptive, participation, rights of first refusal or similar rights of all persons, and (ii) assuming the truthfulness and accuracy of the representations made by AC in Section 3 hereof, all applicable provisions of the Securities Act, and the rules and regulations thereunder, and all applicable state securities laws and the rules and regulations thereunder. No person has any valid right to rescind any purchase of any shares of capital stock or other securities of the Company.

Lawful Issuance. All of the outstanding shares of capital stock --------------- stock, membership interests, and other securities of the Company and each of its Subsidiaries were offered, issued, and sold, and the Purchased Securities have been offered and at the Closing will be issued and sold, in compliance with (i) all applicable preemptive, participation, rights of first refusal preemptive or similar rights of all persons, and (ii) assuming the truthfulness and accuracy of the representations made by AC the Purchaser in Section 3 hereof, all applicable provisions of the Securities Act, Act and the rules and regulations thereunder, and all applicable state securities laws and the rules and regulations thereunder. No person has any valid right to rescind any purchase of any shares of capital stock or other securities of the CompanyCompany or any of its Subsidiaries.

Lawful Issuance. All of the outstanding shares of capital stock --------------- stock, membership interests, and other securities of the Company were offered, issued, and sold, and the Purchased Shares and other Acquired Securities have been offered and at the Closing will be issued and sold, in compliance with (i) all applicable preemptive, participation, rights of first refusal preemptive or similar rights of all persons, and (ii) assuming the truthfulness and accuracy of the representations made by AC the Purchasers in Section 3 hereof, all applicable provisions of the Securities Act, Act and the rules and regulations thereunder, and all applicable state securities laws and the rules and regulations thereunder. No person has any valid right to rescind any purchase of any shares of capital stock or other securities of the Company.

Lawful Issuance. All of the outstanding shares of capital stock --------------- stock, membership interests, and other securities of the Company were offered, issued, and sold, and the Purchased Securities have been offered and at the Closing will be issued and sold, in compliance with (i) all applicable preemptive, participation, rights of first refusal preemptive or similar rights of all persons, and (ii) assuming the truthfulness and accuracy of the representations made by AC the Purchasers in Section 3 hereof, all applicable provisions of the Securities Act, Act and the rules and regulations thereunder, and all applicable state securities laws and the rules and regulations thereunder. No person has any valid right to rescind any purchase of any shares of capital stock or other securities of the Company.