Common use of Authority to Issue Shares Clause in Contracts

Authority to Issue Shares. The Company has taken all necessary corporate action to authorize and reserve and permit it to issue, and at all times from the date hereof through the end of the Exercise Period shall have reserved, all the Warrant Shares issuable pursuant to this Warrant. All of the shares of Common Stock issuable under this Warrant, upon their issuance and delivery in accordance with the terms of this Warrant, will be duly authorized, validly issued, fully paid and nonassessable, will be delivered free and clear of all security interests, liens, claims, pledges, options, rights of first refusal, agreements, limitations on the Warrantholder's voting rights, charges, adverse rights and other encumbrances of any nature whatsoever (other than this Warrant) and will not be subject to any preemptive rights.

Authority to Issue Shares. The Company has taken all ------------------------- necessary corporate action to authorize and reserve and permit it to issue, and at all times from the date hereof through the end of the Exercise Period Top-Up Termination Date shall have reserved, all the Warrant Top-Up Option Shares issuable pursuant to this WarrantAgreement. All of the shares of Common Stock issuable under this Warrantthe Top-Up Stock Option, upon their issuance and delivery in accordance with the terms of this WarrantAgreement, will be duly authorized, validly issued, fully paid and nonassessable, will be delivered free and clear of all security interests, liens, claims, pledges, options, rights of first refusal, agreements, limitations on the WarrantholderPurchaser's voting rights, charges, adverse rights and other encumbrances of any nature whatsoever (other than this WarrantAgreement) and will not be subject to any preemptive rights.

Authority to Issue Shares. The Company has taken all necessary -------------------------- corporate action to authorize and reserve and permit it to issue, and at all times from the date hereof through the end of the Exercise Period shall have reserved, all the Warrant Shares issuable pursuant to this Warrant. All of the shares of Common Stock issuable under this Warrant, upon their issuance and delivery in accordance with the terms of this Warrant, will be duly authorized, validly issued, fully paid and nonassessable, will be delivered free and clear of all security interests, liens, claims, pledges, options, rights of first refusal, agreements, limitations on the Warrantholder's voting rights, charges, adverse rights and other encumbrances of any nature whatsoever (other than this Warrant) and will not be subject to any preemptive rights.