Common use of COMPLIANCE WITH OTHER INSTRUMENTS, NONE BURDENSOME, ETC Clause in Contracts

COMPLIANCE WITH OTHER INSTRUMENTS, NONE BURDENSOME, ETC. The ------------------------------------------------------- Company is not in violation of any term of its Articles or Bylaws. The Company is not in violation of any term or provision of any material mortgage, indenture, contract, agreement, instrument, judgment or decree and the Company is not in violation of any applicable order, statute, rule or regulation where such violation could have a material and adverse effect on the Company. The execution, delivery and performance of and compliance with this Agreement and the other Financing Agreements and the issuance of the Shares and the Conversion Stock have not resulted and will not result in any violation of or conflict with the Company's Articles or Bylaws, and have not resulted and will not result in any violation of, or be in conflict with, or constitute a default under, or result in the creation of, any mortgage, pledge, lien, encumbrance or charge upon any of the properties or assets of the Company; and there is no such violation or default or event which, with the passage of time or giving of notice or both, would constitute a violation or default which would materially and adversely affect the business of the Company or any of its properties or assets.

COMPLIANCE WITH OTHER INSTRUMENTS, NONE BURDENSOME, ETC. The ------------------------------------------------------- Company is not in violation of any term of its Articles or Bylaws. The Company is not in violation of any term or provision of any material mortgage, indenture, contract, agreement, instrument, judgment or decree and the Company is not in violation of any applicable order, statute, rule or regulation where such violation could have a material and adverse effect on the Company. The execution, delivery and performance of and compliance with this Agreement and the other Financing Transaction Agreements and the issuance of the Shares and the Conversion Stock have not resulted and will not result in any violation of or conflict with the Company's Articles or Bylaws, and have not resulted and will not result in any violation of, or be in conflict with, or constitute a default under, or result in the creation of, any mortgage, pledge, lien, encumbrance or charge upon any of the properties or assets of the Company; and there is no such violation or default or event which, with the passage of time or giving of notice or both, would constitute a violation or default which would materially and adversely affect the business of the Company or any of its properties or assets.

COMPLIANCE WITH OTHER INSTRUMENTS, NONE BURDENSOME, ETC. The ------------------------------------------------------- Company is not in violation of any term of its Articles or Bylaws. The Company is not in violation of any term or provision of any material mortgage, indenture, contract, agreement, instrument, judgment or decree and the Company is not in violation of any applicable order, statute, rule or regulation where such violation could would have a material and adverse effect on the Company. The execution, delivery and performance of and compliance with this Agreement and the other Financing Agreements and the issuance of the Shares and the Conversion Stock have not resulted and will not result in any violation of or conflict with the Company's Articles or Bylaws, and have not resulted and will not result in any material violation of, or be in conflict with, or constitute a default under, or result in the creation of, any mortgage, pledge, lien, encumbrance or charge upon any of the properties or assets of the Company; and there is no such violation or default or event which, with the passage of time or giving of notice or both, would constitute a violation or default which would materially and adversely affect the business of the Company or any of its properties or assets.

COMPLIANCE WITH OTHER INSTRUMENTS, NONE BURDENSOME, ETC. The ------------------------------------------------------- Company is not in violation violation, default or breach of any term of its Articles present Restated Certificate of Incorporation or its Bylaws. The Company is not in violation of , as the same may be amended to date, or any term or provision of any material mortgage, indenture, contract, agreement, instrument, judgment judgment, decree or decree and order by which the Company is not in violation of bound or to which its properties are subject or, any applicable order, statute, rule rule, or regulation applicable to the Company where such violation could have a material violation, default or breach would materially and adverse effect on adversely affect the business, assets, liabilities, financial condition or operations of the Company. The execution, delivery and performance by the Company of and compliance by the Company with this Agreement and the other Financing Agreements Second Amended and Restated Rights Agreement, and the issuance transactions contemplated hereby and thereby, will not result in any such violation and will not be in conflict with or constitute a default or breach under any of the Shares and the Conversion Stock have not resulted foregoing and will not result in any violation of or conflict with the Company's Articles or Bylaws, and have not resulted and will not result in any violation of, or be in conflict with, or constitute a default under, or result in the creation of, of any mortgage, pledge, lien, encumbrance or charge upon any of the properties or assets of the Company; and there is no such violation or default or event which, with the passage of time or giving of notice or both, would constitute a violation or default which would materially and adversely affect the business Company pursuant to any of the Company or any of its properties or assetsforegoing.