Common use of Securities Sold Pursuant to this Agreement Clause in Contracts

Securities Sold Pursuant to this Agreement. The Common Stock and Placement Agent Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock and Placement Agent Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All corporate action required to be taken for the authorization, issuance and sale of the Common Stock and Placement Agent Securities has been duly and validly taken; the Common Stock underlying the Placement Agent Warrant has been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, and issued in accordance with the Placement Agent Warrants, such Common Stock will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock and Placement Agent Public Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock and Placement Agent Public Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities has been duly and validly taken. The Public Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus. All corporate action required to be taken for the authorization, issuance and sale of the Common Stock and Placement Agent Securities Representative’s Warrant Agreement has been duly and validly taken; the shares of Common Stock underlying issuable upon exercise of the Placement Agent Representative’s Warrant has have been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, for and issued in accordance with the Placement Agent WarrantsRepresentative’s Warrant Agreement, such shares of Common Stock will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock and Placement Agent Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; to the Company’s knowledge, the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock and Placement Agent Securities are is not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All corporate action required to be taken for the authorization, issuance and sale of the Common Stock and Placement Agent Securities has have been duly and validly taken; the Common Stock underlying the Placement Agent Warrant Pre-Funded Warrants has been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, for and issued in accordance with the Placement Agent Pre-Funded Warrants, such Common Stock will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock Public Securities and Placement Agent Representatives’ Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock Public Securities and Placement Agent Representatives’ Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All ; and all corporate action required to be taken for the authorization, issuance and sale of the Common Stock Public Securities and Placement Agent Representative’s Securities has been duly and validly taken; . The Public Securities and Representative’s Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus. The shares of Common Stock underlying issuable upon exercise of the Placement Agent Warrant has Representatives’ Warrants have been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, for and issued in accordance with the Placement Agent Representatives’ Warrants, such shares of Common Stock will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock and Placement Agent Securities have sold in the Offering has been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and the Common Stock and Placement Agent Securities are is not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All corporate action required to be taken for the authorization, issuance and sale of the Common Stock Stock, the Pre-Funded Warrants and the Placement Agent Securities Warrants has been duly and validly taken; the . The Common Stock underlying the Pre-Funded Warrants and Placement Agent Warrant Warrants has been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, and issued in accordance with the terms of the Pre-Funded Warrant or Placement Agent WarrantsWarrant, as applicable, such Common Stock will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock and Placement Agent Public Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock and Placement Agent Public Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All Company and all corporate action required to be taken for the authorization, issuance and sale of the Common Stock and Placement Agent Public Securities has been duly and validly taken; . The Public Securities conform in all material respects to all statements with respect thereto contained in the Common Stock underlying Registration Statement, the Placement Agent Warrant has been duly authorized Pricing Disclosure Package and reserved the Prospectus. When paid for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, and issued in accordance with the Placement Agent WarrantsRepresentative’s Warrant, such the underlying shares of Common Stock will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such the underlying shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in ; and all material respects corporate action required to all statements with respect thereto contained in be taken for the Registration Statementauthorization, issuance and sale of the Disclosure Package Representative’s Warrant has been duly and the Prospectusvalidly taken.

Securities Sold Pursuant to this Agreement. The Common Stock and Placement Agent Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, issued and fully paid and non-assessablepaid; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock and Placement Agent Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Securities has been duly and validly taken. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus. All corporate action required to be taken for the authorization, issuance and sale of the Common Stock and Placement Agent Securities Underwriter’s Warrant Agreement has been duly and validly taken; the shares of Common Stock underlying issuable upon exercise of the Placement Agent Underwriter’s Warrant has have been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, for and issued in accordance with the Placement Agent WarrantsUnderwriter’s Warrants and the Underwriter’s Warrant Agreement, such shares of Common Stock will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock Stock, the Warrants, the Warrant Shares, and the Placement Agent Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock Stock, the Warrants, the Warrant Shares, and the Placement Agent Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All corporate action required to be taken for the authorization, issuance and sale of the Common Stock Stock, Warrants, the Warrant Shares, and the Placement Agent Securities has been duly and validly taken; the Warrant Shares and Common Stock underlying the Placement Agent Warrant has Unit Purchase Option have been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, and issued in accordance with the Warrants or Placement Agent WarrantsUnit Purchase Option, such Common Stock Warrant Shares or Placement Agent Securities will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities and Placement Agent Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock and Placement Agent Public Securities have been duly authorized for issuance and sale and, when issued and paid forfor in accordance with their respective terms, will be validly issued, and, as applicable, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock and Placement Agent Public Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company;. All corporate action required The Public Securities conform in all material respects to be taken for all statements with respect thereto contained in the authorizationRegistration Statement, issuance the Pricing Disclosure Package and sale of the Common Stock Prospectus. The Preferred Conversion Shares and Placement Agent Securities has been duly and validly taken; the Common Stock underlying the Placement Agent Warrant has Shares have been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, for and issued in accordance with the Placement Agent Warrantscertificate of designation for the Preferred Stock or the terms of the Warrants and Warrant Agreement, such as applicable, the Preferred Conversion Shares and the Warrant Shares and shares of Common Stock Stock, as applicable, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock Stock, Preferred Conversion Shares and Warrant Shares are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock and Placement Agent Public Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock and Placement Agent Public Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All ; and all corporate action required to be taken for the authorization, issuance and sale of the Common Stock and Placement Agent Public Securities has been duly and validly taken; the Common Stock underlying the Placement Agent . The Warrant has Shares have been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, and issued in accordance with the Placement Agent Warrants, such Common Stock Warrant Shares will be validly issued, fully paid and non-assessable; the holders thereof of the Public Securities are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock Shares or Warrant Shares are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company or similar contractual rights granted by the Company. The Public Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock Firm Shares and Placement Agent Securities Additional Shares have been duly authorized for issuance and sale and, when issued and paid for, the Firm Shares and Additional Shares will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the . The shares of Common Stock issuable upon exercise of the Warrants and Placement Agent the Representative’s Warrant have been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and, when paid for and issued in accordance with the Warrant Agreement and Representative’s Warrant Agreement, as the case may be, the underlying shares of Common Stock will be validly issued, fully paid and non-assessable. The Public Securities and Representative’s Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All ; and all corporate action required to be taken for the authorization, issuance and sale of the Common Stock Public Securities and Placement Agent Representative’s Securities has been duly and validly taken; the Common Stock underlying the Placement Agent Warrant has been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, and issued in accordance with the Placement Agent Warrants, such Common Stock will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Public Securities and Representative’s Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock Public Securities and Placement Agent Representative’s Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock Public Securities and Placement Agent Representative’s Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All ; and all corporate action required to be taken for the authorization, issuance and sale of the Common Stock and Placement Agent Securities has been duly and validly taken; . The Public Securities and Representative’s Securities conform in all material respects to all statements with respect thereto contained in the Common Stock underlying the Placement Agent Warrant has been duly authorized and reserved Registration Statement. When paid for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, and issued in accordance with the Placement Agent WarrantsRepresentative’s Option Agreement, such Common Stock the underlying Shares will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock the underlying Shares are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in ; and all material respects corporate action required to all statements with respect thereto contained in be taken for the Registration Statementauthorization, issuance and sale of the Disclosure Package Representative’s Option Agreement has been duly and the Prospectusvalidly taken.

Securities Sold Pursuant to this Agreement. The Common Stock Stock, the Warrants, the Warrant Shares, and the Placement Agent Securities Warrants have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock Stock, the Warrants, the Warrant Shares, and the Placement Agent Securities Warrants are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All corporate action required to be taken for the authorization, issuance and sale of the Common Stock Stock, Warrants, the Warrant Shares, and the Placement Agent Securities Warrants has been duly and validly taken; the shares of Common Stock underlying the Placement Agent Warrant has Warrants have been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, and issued in accordance with the Warrants or Placement Agent Warrants, such Common Stock Warrant Shares or Placement Agent Warrants will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities Shares and Placement Agent Warrants conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock and Placement Agent Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, issued and fully paid and non-assessablepaid; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock and Placement Agent Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Securities has been duly and validly taken. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus. All corporate action required to be taken for the authorization, issuance and sale of the Common Stock and Placement Agent Securities Underwriter’s Warrant Agreement has been duly and validly taken; the shares of Common Stock underlying issuable upon exercise of the Placement Agent Underwriter’s Warrant has have been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, for and issued in accordance with the Placement Agent WarrantsUnderwriter’s Warrant and the Underwriter’s Warrant Agreement, such shares of Common Stock will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock and the Placement Agent Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock and the Placement Agent Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All corporate action required to be taken for the authorization, issuance and sale of the Common Stock and the Placement Agent Securities has been duly and validly taken; the Common Stock underlying included within the Placement Agent Warrant has Securities have been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, and issued in accordance with the Placement Agent WarrantsWarrant, such Common Stock will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities and the Placement Agent Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock and Placement Agent Securities Shares have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock and Placement Agent Securities Shares are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Shares has been duly and validly taken. The Shares and Underwriter’s Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus. All corporate action required to be taken for the authorization, issuance and sale of the Common Stock and Placement Agent Securities Underwriter’s Warrant has been duly and validly taken; the shares of Common Stock underlying issuable upon exercise of the Placement Agent Underwriter’s Warrant has have been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, for and issued in accordance with the Placement Agent WarrantsUnderwriter’s Warrant, such shares of Common Stock will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock Public Securities and Placement Agent the Representative’s Securities have been duly authorized for issuance and sale and, when issued and paid forpaid, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock Public Securities and Placement Agent the Representative’s Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All ; and all corporate action required to be taken for the authorization, issuance and sale of the Common Stock Public Securities and Placement Agent the Representative’s Securities has been duly and validly taken; . The Public Securities and the Representative’s Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus. The shares of Common Stock underlying issuable upon exercise of the Placement Agent Representative’s Warrant has (the “Underlying Shares”) have been duly authorized and reserved for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, for and issued in accordance with the Placement Agent Warrantsissued, such Common Stock Underlying Shares will be validly issued, fully paid and non-assessable; assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; holders; and such shares of Common Stock are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Securities Sold Pursuant to this Agreement. The Common Stock Public Securities [and Placement Agent Representative’s Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Common Stock Public Securities and Placement Agent Representative’s Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. All ; and all corporate action required to be taken for the authorization, issuance and sale of the Common Stock and Placement Agent Securities has been duly and validly taken; . The Public Securities and Representative’s Securities conform in all material respects to all statements with respect thereto contained in the Common Stock underlying the Placement Agent Warrant has been duly authorized and reserved Registration Statement. When paid for issuance by all necessary corporate action on the part of the Company and when paid for, if applicable, and issued in accordance with the Placement Agent WarrantsRepresentative’s Option Agreement, such Common Stock the underlying Shares will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; and such shares of Common Stock the underlying Shares are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The Securities conform in ; and all material respects corporate action required to all statements with respect thereto contained in be taken for the Registration Statementauthorization, issuance and sale of the Disclosure Package Representative’s Option Agreement has been duly and the Prospectusvalidly taken.