Common use of Reserved Shares; Valid Issuance Clause in Contracts

Reserved Shares; Valid Issuance. The Company covenants that it will at ------------------------------- all times from and after the date hereof take such action as is necessary to reserve and keep available such number of its authorized shares of Series D Preferred Stock and Common Stock, $0.005 par value (the "Common Stock"), free from all preemptive or similar rights therein, as will be sufficient to permit, respectively, the exercise of this Warrant in full and the conversion into shares of Common Stock of all shares of Series D Preferred Stock receivable upon such exercise. The Company further covenants that such shares as may be issued pursuant to such exercise and conversion will, upon issuance, be duly and validly issued, fully paid and nonassessable and free from all taxes, liens and charges with respect to the issuance thereof.

Reserved Shares; Valid Issuance. The Company covenants that it will at ------------------------------- all times from and after the date hereof take such action as is necessary to reserve and keep available such number of its authorized shares of Series D Preferred Stock and Common Stock, $0.005 par value (the "Common Stock"), Stock free from all preemptive or similar rights therein, as will be sufficient to permit, respectively, the exercise of this Warrant in full and the conversion into shares of Common Stock (in accordance with the Articles, as defined below) of all shares of Series D Preferred Stock receivable upon such exercise. The Company further covenants that such shares as may be issued pursuant to such exercise and and/or conversion willwill (in accordance with the Articles), upon issuance, be duly and validly issued, fully paid and nonassessable and free from all taxes, liens and charges with respect to the issuance thereof.

Reserved Shares; Valid Issuance. The Company covenants that it will at ------------------------------- all times from and after the date hereof take such action as is necessary to reserve and keep available such number of its authorized shares of Series D Prior Preferred Stock and Common Stock, $0.005 par value (and will at all times after the "Common Next Round Financing, reserve and keep available such number of shares of Next Round Stock"), free from all preemptive or similar rights therein, as will be sufficient to permit, respectively, the exercise of this Warrant in full and the conversion into shares of Common Stock of all shares of Series D Preferred Stock receivable upon such exercise. The Company further covenants that such shares as may be issued pursuant to such exercise and and/or conversion will, upon issuance, be duly and validly issued, fully paid and nonassessable and free from all taxes, liens and charges with respect to the issuance thereof.

Reserved Shares; Valid Issuance. The Company covenants that it will at ------------------------------- all times from and after the date hereof take such action as is necessary to reserve and keep available such number of its authorized shares of Series D Preferred Stock and Common Stock, $0.005 .01 par value per share (the "Common Stock"), free from all preemptive or similar rights therein, as will be sufficient to permit, respectively, the exercise of this Warrant in full and the conversion into shares of Common Stock of all shares of Series D Preferred Stock receivable upon such exercise. The Company further covenants that such shares as may be issued pursuant to such exercise and conversion will, upon issuance, be duly and validly issued, fully paid and nonassessable and free from all taxes, liens and charges with respect to the issuance thereof.