Common use of Valid Issuance of Common Stock Clause in Contracts

Valid Issuance of Common Stock. The Common Stock that is being purchased by the Investors hereunder, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, will be duly and validly issued, fully paid and nonassessable and will be free of restrictions on transfer, other than restrictions on transfer under this Agreement and under applicable state and federal securities laws.

Valid Issuance of Common Stock. The Common Stock Shares that is are being purchased by the Investors Purchasers hereunder, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, will be duly and validly issued, fully paid paid, and nonassessable nonassessable, and will be free of restrictions on transfer, transfer other than restrictions on transfer under this Agreement Agreement, and under applicable state and federal securities laws.

Valid Issuance of Common Stock. The Common Stock that is being purchased by Purchased Stock, the Investors hereunderWarrant and the Warrant Shares, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, will be duly and validly issued, fully paid paid, and nonassessable nonassessable, and will be free of restrictions on transfer, transfer other than restrictions on transfer under this Agreement, the Voting Agreement and the Registration Rights Agreement and under applicable state and federal securities laws.

Valid Issuance of Common Stock. The Common Stock that is being purchased by the Investors Investor hereunder, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, will be duly and validly issued, fully paid and nonassessable nonassessable, and will be free of restrictions on transfer, transfer other than restrictions on transfer under this Agreement and the Investor's Rights Agreement and under applicable state and federal securities laws.

Valid Issuance of Common Stock. The Common Stock that is being purchased by the Investors hereunderPurchased Stock, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, will be duly and validly issued, fully paid paid, and nonassessable nonassessable, and will be free of restrictions on transfer, transfer other than restrictions on transfer under this Agreement, the Amended Voting Agreement and the Amended Registration Rights Agreement and under applicable state and federal securities laws.

Valid Issuance of Common Stock. The Common Stock that is being purchased by the Investors hereunderShares, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed hereinPurchase Price, will be duly and validly issued, fully paid paid, and nonassessable nonassessable, and will be free of restrictions on transfer, transfer other than restrictions on transfer under this Agreement Agreement, and under applicable state and federal securities laws.

Valid Issuance of Common Stock. The Common Stock that is being purchased by the Investors Investor hereunder, when issued, sold sold, and delivered in accordance with the terms of this Agreement Agreement, for the consideration expressed herein, will be duly and validly issued, fully paid paid, and nonassessable nonassessable, and will be free of restrictions on transfer, transfer other than restrictions on transfer under this Agreement and under applicable state and federal securities laws.

Valid Issuance of Common Stock. The Common Stock that is being purchased by the Investors Purchaser hereunder, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, will be duly and validly issued, fully paid and nonassessable nonassessable, and will be free of restrictions on transfer, transfer other than restrictions on transfer under this Agreement and under applicable state and federal securities laws.

Valid Issuance of Common Stock. The Common Stock that is being purchased by the Investors hereunder, when When issued, sold and delivered in accordance with the terms of this Agreement hereof for the consideration expressed herein, the Shares will be duly and authorized, validly issued, fully paid and nonassessable nonassessable, and will not be free subject to any antidilution rights, rights of first refusal or other similar rights or restrictions on transfer, other than restrictions on transfer under this Agreement and under applicable state and federal securities laws.

Valid Issuance of Common Stock. The shares of Common Stock that is are being purchased issued by the Investors Acquiror hereunder, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, will be duly and validly issued, fully paid and nonassessable nonassessable, and will be free of restrictions on transfer, transfer other than restrictions on transfer under this Agreement and under applicable state and federal securities laws.

Valid Issuance of Common Stock. The Common Stock that is Shares being purchased by the Investors Holdings hereunder, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed hereinAgreement, will be duly and validly issued, fully paid paid, non-assessable, not subject to any preemptive rights, and nonassessable free and will be free clear of restrictions on transferall liens, other than restrictions on transfer under this Agreement claims and under applicable state and federal securities lawsencumbrances.

Valid Issuance of Common Stock. The Common Stock that is being purchased by the Investors Investor hereunder, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, will be duly and validly issued, fully paid and nonassessable and will be free of restrictions on transfer, other than restrictions on transfer under this Agreement and the Investor's Rights Agreement and under applicable state and federal securities laws.