Common use of Valid Issuance of Stock Clause in Contracts

Valid Issuance of Stock. The Stock, when issued, sold and delivered in accordance with the terms hereof for the consideration expressed, will be duly and validly issued, fully paid and nonassessable and, based in part upon the representations of the Investor in this Agreement, will be issued in compliance with all applicable federal and state securities laws.

Valid Issuance of Stock. The StockShares, when issued, sold and delivered in accordance with the terms of Section 2 hereof for the consideration expressedand on the terms and conditions set forth herein, will be duly and validly authorized and issued, fully paid and nonassessable and, based in part upon the representations of the Investor Purchaser in this Agreement, will be issued in compliance with all applicable federal and state securities laws.

Valid Issuance of Stock. The Stockstock, when issued, sold and delivered in accordance with the terms hereof and for the consideration expressed, will be duly and validly issued, fully paid and nonassessable and, based in part upon the representations of the Investor set forth in this Agreement, will be issued in compliance with all validly issued, and free of restrictions on transfer other than restrictions on transfer under applicable state and federal and state securities laws.

Valid Issuance of Stock. The Stock, when issued, sold and ----------------------- delivered in accordance with the terms hereof for the consideration expressed, will be duly and validly issued, fully paid and nonassessable nonassessable, free and clear of any claims, liens, encumbrances, security interests, options, charges or restrictions whatsoever, and, based in part upon the representations of the Investor in this Agreement, will be issued in compliance with all applicable federal and state securities laws.

Valid Issuance of Stock. The Stock, when issued, sold and ----------------------- delivered in accordance with the terms hereof for the consideration expressed, will be duly and validly issued, fully paid and nonassessable and, based in part upon the representations of the Investor in this Agreement, will be issued in compliance with all applicable federal and state securities laws.

Valid Issuance of Stock. The Stocksecurities issued pursuant to the Note, when issued, sold and delivered in accordance with the terms hereof for the consideration expressedexpressed herein, will be duly and validly authorized and issued, fully paid and nonassessable and, based in part upon the representations and free of the Investor in restrictions on transfer other than restrictions on transfer under this Agreement, will be issued in compliance with all Agreement and applicable state and federal and state securities laws.

Valid Issuance of Stock. The StockShares, when issued, sold and delivered in accordance compliance with the terms hereof for the consideration expressedprovisions of this Agreement, will be duly and validly issued, fully paid and nonassessable and, based in part upon the representations of the Investor in this Agreement, will be and issued in compliance with all applicable federal and state securities laws.

Valid Issuance of Stock. The Stock, when issued, sold and ----------------------- delivered in accordance with the terms hereof of this Agreement for the consideration expressedprovided for herein, will be duly and validly issued, fully paid and nonassessable andnonassessable, based in part and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and will not be subject to preemptive or other similar rights of shareholders of the Company and will not impose personal liability upon the representations of the Investor in this Agreement, will be issued in compliance with all applicable federal and state securities lawsholder thereof.

Valid Issuance of Stock. The StockShares, when issued, sold and delivered ----------------------- in accordance with the terms hereof for the consideration expressedof this Agreement, will be duly and validly issued, fully paid and nonassessable and, based in part upon the representations of the Investor in this Agreement, will be issued in compliance with all applicable federal and state securities lawsnon assessable.

Valid Issuance of Stock. The StockShares, when issued, sold sold, and delivered in accordance with the terms hereof of this Agreement for the consideration expressedprovided for herein, will be duly and validly issued, fully paid and nonassessable and, based in part upon the representations of the Investor in this Agreement, will be issued in compliance with all applicable federal and state securities lawsnonassessable.

Valid Issuance of Stock. The Stock, when as issued, sold and delivered in ----------------------- accordance with the terms hereof for the consideration expressedexpressed herein, will be was duly authorized and validly issued, fully paid and nonassessable non-assessable and, based in part upon the representations of the Investor Purchaser in this Agreement, will be was issued in compliance with all applicable federal and state securities laws.

Valid Issuance of Stock. The StockShares, when issued, sold issued and delivered paid for in accordance with the terms hereof for of the consideration expressedTransaction Documents, will be duly and validly authorized and issued, fully paid and nonassessable non-assessable and, based in part upon the representations and warranties of the Investor Purchasers in this Agreement, will be issued in compliance with all applicable federal and state securities laws.

Valid Issuance of Stock. The Stock, when issued, sold and ----------------------- delivered in accordance with the terms hereof for the consideration expressedexpressed herein, will be duly authorized and validly issued, fully paid and nonassessable non- assessable and, based in part upon the representations of the Investor Purchaser in this Agreement, will be issued in compliance with all applicable federal and state securities laws.

Valid Issuance of Stock. The Stock, when issued, sold and -------------------------- delivered in accordance with the terms hereof for the consideration expressedhereof, will be duly authorized and validly issued, fully paid and nonassessable and, based in part upon assuming the accuracy of the representations of the Investor in this Agreement, will be issued in compliance with all applicable federal and state securities laws.

Valid Issuance of Stock. The StockStock which is being purchased by the Investor hereunder, when issued, sold and delivered in accordance with the terms hereof for the consideration expressedexpressed herein, will be duly and validly issued, fully paid and nonassessable and, based in part upon the representations of the Investor set forth in Section 4 of this Agreement, will be issued in compliance with all applicable federal and state securities laws.

Valid Issuance of Stock. (a) The Investor Stock, when issued, sold and delivered in accordance with the terms hereof of this Agreement for the consideration expressedprovided for herein, will be duly and validly issued, fully paid and nonassessable and, based in part upon the representations of the Investor in this Agreement, will be issued in compliance with all applicable federal and state securities lawsnonassessable.