Common use of Capitalization of Newco Clause in Contracts

Capitalization of Newco. Newco has authorized capital stock of 100 shares of common stock, $0.01 par value per share (the "Newco Common Stock"). As of the date of this Agreement, one share of the Newco Common Stock was issued and outstanding and owned beneficially and of record by HC. There are no outstanding rights, warrants, options, subscriptions, agreements or commitments giving anyone any right to require Newco to sell or issue any capital stock or other securities. Newco has no Subsidiaries.

Capitalization of Newco. Newco has The authorized capital stock of 100 shares Newco consists of common stock, $0.01 par value per share (the "an unlimited number of Newco Common Stock")Shares. As of the date of this Agreementhereof, one share of the Newco Common Stock was there are issued and outstanding 10 Newco Shares and owned beneficially no other shares are issued and of record by HCoutstanding. There All outstanding Newco Shares have been duly authorized and validly issued, are no outstanding fully paid and non-assessable and are not subject to, nor were they issued in violation of, any pre-emptive rights, warrants, options, subscriptions, agreements or commitments giving anyone any right to require Newco to sell or issue any capital stock or other securities. Newco has no Subsidiaries.

Capitalization of Newco. Newco has The authorized capital stock of 100 Newco currently consists of shares of common stock, $0.01 par value per share (the "Newco Common Stock"). As , all of the date of this Agreement, one share of the Newco Common Stock was which are issued and outstanding and owned beneficially and of record by HCthe Company. There are no outstanding rights, warrants, options, subscriptions, agreements or commitments giving anyone any right to require Newco to sell or issue any capital stock or other securities. Newco has no Subsidiaries.2.2

Capitalization of Newco. Newco has Newco’s authorized capital stock consists solely of 100 10,000,000 shares of common stock, $0.01 par value $0.001 per share (the "“Newco Common Stock"”), of which, as of the date hereof, 5,413,815 shares were issued and outstanding and none were reserved for issuance. As of the date of this Agreementhereof, one share all of the outstanding shares of Newco Common Stock was issued and outstanding and common stock are owned beneficially and of record by HC. There are no outstanding rights, warrants, options, subscriptions, agreements or commitments giving anyone any right to require Newco to sell or issue any capital stock or other securities. Newco has no SubsidiariesBuyer.

Capitalization of Newco. Newco has authorized capital stock ----------------------- of 100 shares of common stock, $0.01 par value per share (the "Newco Common Stock"). As of the date of this Agreement, one share of the Newco Common Stock was issued and outstanding and owned beneficially and of record by HC. There are no outstanding rights, warrants, options, subscriptions, agreements or commitments giving anyone any right to require Newco to sell or issue any capital stock or other securities. Newco has no Subsidiaries.