Common use of Capitalization and Ownership Clause in Contracts

Capitalization and Ownership. As of the Closing Date, the authorized capital stock of the Borrower consists of 40,000,000 shares of common stock and 10,000,000 shares of preferred stock, of which one share of common stock and no shares of senior preferred stock (collectively referred to herein as the “Shares”) are issued and outstanding and are owned as indicated on Schedule 6.1.2. All of the Shares have been validly issued and are fully paid and nonassessable. As of the Closing Date, there are no options, warrants or other rights outstanding to purchase any such shares except as indicated on Schedule 6.1.2.

Capitalization and Ownership. As of the Closing Date, the authorized capital stock of the Borrower consists of 40,000,000 37,000,000 shares of common stock and 10,000,000 shares of senior convertible preferred stock, of which one share 991,053 shares of common stock and no shares 2,288,481shares of senior convertible preferred stock (collectively referred to herein as the “Shares”) are issued and outstanding and are owned as indicated on Schedule 6.1.2. All of the Shares have been validly issued and are fully paid and nonassessable. As of the Closing Date, there are no options, warrants or other rights outstanding to purchase any such shares except as indicated on Schedule 6.1.2.

Capitalization and Ownership. As of the Closing Date, the authorized capital stock of the Borrower consists of 40,000,000 shares of common stock and 10,000,000 shares of preferred stock8,000,000 shares, of which one share of common stock and no approximately 4,450,000 shares of senior preferred stock (collectively referred to herein as the “"Shares”") are issued and outstanding and are owned as indicated on Schedule 6.1.25.1.2. All of the Shares have been validly issued and are fully -------------- paid and nonassessable. As of the Closing DateExcept as shown on Schedule 5.1.2, there are no -------------- options, warrants or other rights outstanding to purchase any such shares except as indicated on Schedule 6.1.2for the Warrant.

Capitalization and Ownership. As of the Closing Date, the authorized capital stock of the Borrower consists of 40,000,000 37,000,000 shares of common stock and 10,000,000 shares of senior convertible preferred stock, of which one share 991,053 shares of common stock and no shares 2,288,481shares of senior convertible preferred stock (collectively referred to herein as the “"Shares”") are issued and outstanding and are owned as indicated on Schedule 6.1.2. All of the Shares have been validly issued and are fully paid and nonassessable. As of the Closing Date, there are no options, warrants or other rights outstanding to purchase any such shares except as indicated on Schedule 6.1.2.

Capitalization and Ownership. As The authorized capital stock of the Borrower, as of the Closing Date, the authorized capital stock of the Borrower consists of 40,000,000 (a) 500,000,000 shares of common stock and 10,000,000 shares of preferred stockCommon Stock, of which one par value $.01 per share of common stock and no shares of senior preferred stock (collectively referred to herein as the “"Common Shares”") are issued and outstanding outstanding; and (b) 5,000,000 shares of Preferred Stock, par value $.01 per share, none of which are owned as indicated on Schedule 6.1.2issued and outstanding. All of the Common Shares have been validly issued and are fully paid and nonassessable. As of the Closing Date, there are no options, warrants or other rights outstanding to purchase any such shares of capital stock of the Borrower except as indicated on Schedule 6.1.2.

Capitalization and Ownership. As of the Closing Date, the The authorized capital stock of the Borrower consists of 40,000,000 shares of common stock and 10,000,000 shares of preferred stock23,678 shares, of which one share of common stock and no 6,408 shares of senior preferred stock (collectively referred to herein as the “"Shares”") are issued and outstanding and are owned owned, as of the Closing Date, as indicated on Schedule 6.1.2. All of the Shares have been validly issued and are fully paid and nonassessable. As of the Closing Date, there are no options, warrants or other rights outstanding to purchase any such shares except as indicated on Schedule 6.1.2.