Common use of Stock Fully Paid; Reservation of Shares Clause in Contracts

Stock Fully Paid; Reservation of Shares. All Shares issued upon the proper exercise of the purchase rights represented by this Warrant will, upon issuance pursuant to the terms and conditions herein, be duly authorized, validly issued, fully paid and nonassessable, and free from all preemptive rights and taxes, liens and charges with respect to the issue thereof, in each case other than restrictions set forth in the Company’s stockholder agreements and under applicable laws. During the period within which the rights represented by this Warrant may be exercised, the Company will at all times have authorized, and reserved for the purpose of the issue upon exercise of the purchase rights evidenced by this Warrant, a sufficient number of Shares to provide for the exercise of the rights represented by this Warrant and a sufficient number of shares of its Common Stock to provide for the conversion of the Series Preferred into Common Stock.

Stock Fully Paid; Reservation of Shares. All Shares that may be issued upon the proper exercise of the purchase rights represented by this Warrant will, upon issuance pursuant to the terms and conditions herein, be duly authorized, validly issued, fully paid and nonassessable, and free from all preemptive rights of stockholders of the Company under Delaware law or agreements to which the Company is a party, and taxes, liens and charges with respect to the issue thereof, in each case other than restrictions set forth in thereof to the Company’s stockholder agreements and under applicable lawsholder of this Warrant. During the period within which the rights represented by this Warrant may be exercised, the Company will at all times have authorized, and reserved for the purpose of the issue upon exercise of the purchase rights evidenced by this Warrant, a sufficient number of Shares shares of its Common Stock to provide for the exercise of the rights represented by this Warrant and a sufficient number of shares of its Common Stock to provide for the conversion of the Series Preferred into Common StockWarrant.

Stock Fully Paid; Reservation of Shares. All Shares that may be issued upon the proper exercise of the purchase rights represented by this Warrant will, upon issuance pursuant to the terms and conditions herein, be duly authorized, validly issued, fully paid and nonassessable, and free from all preemptive rights and taxes, liens and charges with respect to the issue thereof, in each case other than restrictions those set forth in the Charter and the Company’s stockholder agreements Amended and under applicable lawsRestated Bylaws, as amended. During the period within which the rights represented by this Warrant may be exercised, the Company will at all times have authorized, and reserved for the purpose of the issue upon exercise of the purchase rights evidenced by this Warrant, a sufficient number of Shares to provide for the exercise of the rights represented by this Warrant and a sufficient number of shares of its Common Stock to provide for the conversion of the Series Preferred into Common Stock.

Stock Fully Paid; Reservation of Shares. All Shares that may be issued upon the proper exercise of the purchase rights represented by this Warrant will, upon issuance pursuant to the terms and conditions herein, be duly authorized, validly issued, fully paid and nonassessable, and free from all preemptive rights and taxes, liens liens, charges, and charges pre-emptive rights with respect to the issue thereof. The Company shall pay all transfer taxes, in each case other than restrictions set forth in if any, attributable to the Company’s stockholder agreements and under applicable lawsissuance of Shares upon the exercise of the Warrants. During the period within which the rights represented by this Warrant may be exercised, the Company will at all times have authorized, and reserved for the purpose of the issue upon exercise of the purchase rights evidenced by this Warrant, a sufficient number of Shares shares of its Common Stock to provide for the exercise of the rights represented by this Warrant and a sufficient number of shares of its Common Stock to provide for the conversion of the Series Preferred into Common StockWarrant.

Stock Fully Paid; Reservation of Shares. All Shares that may be issued upon the proper exercise of the purchase rights represented by this Warrant will, upon issuance pursuant to the terms and conditions herein, be duly authorized, validly issued, fully paid and nonassessable, and free from all preemptive rights and taxes, liens and charges with respect to the issue thereof, in each case other than restrictions set forth in preemptive rights to which all holders of Series Preferred are subject pursuant to the Company’s stockholder agreements and under applicable lawsRights Agreement (as defined below). During the period within which the rights represented by this Warrant may be exercised, the Company will at all times have authorized, and reserved for the purpose of the issue upon exercise of the purchase rights evidenced by this Warrant, a sufficient number of Shares shares of its Series Preferred to provide for the exercise of the rights represented by this Warrant and a sufficient number of shares of its Common Stock to provide for the conversion of the Series Preferred into Common Stock.

Stock Fully Paid; Reservation of Shares. All Shares that may be issued upon the proper exercise of the purchase rights represented by this Warrant will, upon issuance pursuant to the terms and conditions herein, be duly authorized, validly issued, fully paid and nonassessable, and free from all preemptive rights taxes (except for taxes measured on or by the gross or net income of the holder of this Warrant), and taxes, all liens and charges created by the Company with respect to the issue thereof, in each case other than restrictions set forth in the Company’s stockholder agreements and under applicable laws. During the period within which the rights represented by this Warrant may be exercised, the Company will at all times have authorized, and reserved for the purpose of the issue upon exercise of the purchase rights evidenced by this Warrant, a sufficient number of Shares shares of its Series Preferred to provide for the exercise of the rights represented by this Warrant and a sufficient number of shares of its Common Stock to provide for the conversion of the Series Preferred into Common Stock.

Stock Fully Paid; Reservation of Shares. All Shares that may be issued upon the proper exercise of the purchase rights represented by this Warrant will, upon issuance pursuant to the terms and conditions herein, be duly authorized, validly issued, fully paid and nonassessable, and free from all preemptive rights liens, charges, restrictions, claims and taxes, liens encumbrances imposed by or through the Company except as set forth in the Company Agreements (as defined in Section 9 below) or applicable federal and charges state securities law with respect to the issue thereof, in each case other than restrictions set forth in the Company’s stockholder agreements and under applicable laws. During the period within which the rights represented by this Warrant may be exercised, the Company will at all times have authorized, and reserved for the purpose of the issue upon exercise of the purchase rights evidenced by this Warrant, a sufficient number of Shares shares of its Series Preferred to provide for the exercise of the rights represented by this Warrant and a sufficient number of shares of its Common Stock to provide for the conversion of the Series Preferred into Common Stock.