Common use of Regulatory Authorization Clause in Contracts

Regulatory Authorization. Except as otherwise specifically contemplated in this Agreement and the Related Documents, and except for: (i) the filings referenced in Section 5.11; (ii) the filing of a Form D with respect to the Preferred Stock and Warrants under Regulation D under the Securities Act; (iii) the filing of the Registration Statement with the Commission; and (iv) any filings required under state or provincial securities laws that are permitted to be made after the date hereof, the execution, delivery and performance by the Seller of this Agreement and the Related Documents, and the consummation of the transactions contemplated hereby and thereby (including, but not limited to, the sale and delivery of the Preferred Stock and Warrants and the subsequent issuance of the Conversion Shares and Warrant Shares upon conversion of the Preferred Stock or otherwise or exercise of the Warrants, as applicable) by the Seller require no action by or in respect of, or filing with, any governmental or regulatory body, agency, official or authority (including the American Stock Exchange). The Conversion Shares and the Warrant Shares, and all shares of Common Stock to be issued as dividends on the Preferred Stock have been approved for listing on the American Stock Exchange.

Regulatory Authorization. Except as otherwise specifically contemplated in this Agreement and the Related Documents, and except for: (i) the filings referenced in Section 5.115.11 and 5.13; (ii) the filing of a Form D with respect to the Preferred Stock Notes and Warrants under Regulation D under the Securities Act; (iii) the filing of the Registration Statement with the Commission; and (iv) any filings required under state or provincial securities laws that are permitted to be made after the date hereof, the execution, delivery and performance by the Seller of this Agreement and the Related Documents, and the consummation of the transactions contemplated hereby and thereby (including, but not limited to, (i) the sale and delivery of the Preferred Stock Notes and Warrants and Warrants, (ii) the subsequent issuance of the New Securities upon conversion of the Notes, if applicable, (iii) the subsequent issuance of the Common Conversion Shares and Warrant Shares upon conversion of the Preferred Stock New Securities or otherwise or the Notes, as applicable, and (iv) the subsequent issuance of the Warrant Shares upon exercise of the Warrants, as applicable) by the Seller require no action by or in respect of, or filing with, any governmental or regulatory body, agency, official or authority (including authority; provided, however, that the American Stock Exchange)authorization and designation of the New Securities may require the filing with the Secretary of State of the State of Delaware, of a certificate of designations, rights and preferences of such New Securities. The Conversion Shares and Seller has filed an application to list the Warrant Shares, and all shares of Common Stock to be issued as dividends on the Preferred Stock have been approved Shares for listing trading on the American Stock Exchange.

Regulatory Authorization. Except as otherwise specifically contemplated in this Agreement and the Related Documents, and except for: (i) the filings referenced in Section 5.11; (ii) the filing of a Form D with respect to the Preferred Stock and Warrants under Regulation D under the Securities Act; (iii) the filing of the Registration Statement with the Commission; and (iv) any filings required under state or provincial securities laws that are permitted to be made after the date hereof, the execution, delivery and performance by the Seller of this Agreement and the Related Documents, and the consummation of the transactions contemplated hereby and thereby (including, but not limited to, the sale and delivery of the Preferred Stock and Warrants and the subsequent issuance of the Conversion Shares and Warrant Shares upon conversion of the Preferred Stock or otherwise or exercise of the Warrants, as applicable) by the Seller require no action by or in respect of, or filing with, any governmental or regulatory body, agency, official or authority (including the American Stock Exchange)authority. The Conversion Shares and the Warrant Shares, and all shares of Common Stock to be issued as dividends on the Preferred Stock have been approved for listing on the American all exchanges, bulletin boards and market systems on which any shares of Common Stock Exchangeare currently listed.