Common use of Corporate Existence and Taxes Clause in Contracts

Corporate Existence and Taxes. The Company shall, until at least after the later of (i) the date that is three (3) years after the date of the Last Closing or (ii) the conversion or redemption of all of the Preferred Stock purchased pursuant to this Agreement, including Preferred Stock issued upon exercise of the Preferred Warrants, and the exercise of the Conversion Warrants, maintain its corporate existence in good standing (provided, however, that the foregoing covenant shall not prevent the Company from entering into any merger or corporate reorganization as long as the surviving entity in such transaction, if not the Company, assumes the Company's obligations with respect to the Preferred Stock and has Common Stock listed for trading on a stock exchange or on Nasdaq and is a "Reporting Issuer") and shall pay all its taxes when due except for taxes which the Company disputes.

Corporate Existence and Taxes. The Company shall, until at least after the later of (i) the date that is three (3) years after the date of the Last Closing or (ii) the conversion or redemption of all of the Preferred Stock purchased pursuant to this Agreement, including Preferred Stock issued upon exercise of the Preferred Warrants, and the exercise of the Conversion Warrants, maintain its corporate existence in good standing (provided, however, that the foregoing covenant shall not prevent the Company from entering into any merger or corporate reorganization as long as the surviving entity in such transaction, if not the Company, assumes the Company's obligations with respect to the Preferred Stock and has Common Stock listed for trading on a stock exchange or on Nasdaq and is a "Reporting Issuer") and shall pay all its taxes when due except for taxes which the Company disputes.. 5.3

Corporate Existence and Taxes. The Company shall, until at least after the ----------------------------- later of (ia) the date that is three (3) years after the date of the Last Closing or (iib) the conversion or redemption of all of the Preferred Stock purchased pursuant to this Agreement, including Preferred Stock issued upon exercise of the Preferred Warrants, and the exercise of the Conversion Warrants, Agreement maintain its corporate existence in good standing (provided, however, that the foregoing covenant shall not prevent the Company from entering into any merger or corporate reorganization as long as the surviving entity in such transaction, if not the Company, assumes the Company's obligations with respect to the Preferred Stock and has Common Stock listed for trading on a stock exchange or on Nasdaq and is a "Reporting Issuer") and shall pay all its taxes when due except for taxes which the Company disputes.

Corporate Existence and Taxes. The Company shall, until at least after ----------------------------- the later of (i) the date that is three (3) years after the date of the Last Closing Record Date or (ii) the conversion or redemption of all of the Preferred Stock purchased pursuant to this Agreement, including the Series B Preferred Stock issued upon exercise of the Preferred Warrants, Option and the exercise of the Conversion Common Warrants, maintain its corporate existence in good standing (provided, however, that the foregoing covenant shall not prevent the Company from entering into any merger or corporate reorganization as long as the surviving entity in such transaction, if not the Company, assumes the Company's obligations with respect to the Preferred Stock and has Common Stock listed for trading on a stock exchange or on Nasdaq and is a "Reporting Issuer") and shall pay all its taxes when due except for taxes which the Company disputes.

Corporate Existence and Taxes. The Company shall, until at least after ----------------------------- the later of (i) the date that is three (3) years after the date of the Last Closing Date or (ii) the conversion or redemption of all of the Preferred Stock purchased pursuant to this Agreement, including Preferred Stock issued upon exercise of the Preferred Warrants, and the exercise of the Conversion Warrants, maintain its corporate existence in good standing and remain a "Reporting Issuer" (defined as a Company which files periodic reports under the Exchange Act) (provided, however, that the foregoing covenant shall not prevent the Company from entering into any merger or corporate reorganization as long as the surviving entity in such transaction, if not the Company, assumes the Company's obligations with respect to the Preferred Stock and has Common Stock listed for trading on a stock exchange or on Nasdaq and is a "Reporting Issuer") and shall pay all its taxes when due except for taxes which the Company disputes.

Corporate Existence and Taxes. The Company shall, until at least after ----------------------------- the later of (i) the date that is three (3) years after the date of the Last Closing or (ii) the conversion or redemption of all of the Preferred Stock purchased pursuant to this Agreement, including the Series B Preferred Stock issued upon exercise of the Preferred Warrants, Option and the exercise of the Conversion Common Warrants, maintain its corporate existence in good standing (provided, however, that the foregoing covenant shall not prevent the Company from entering into any merger or corporate reorganization as long as the surviving entity in such transaction, if not the Company, assumes the Company's obligations with respect to the Preferred Stock and has Common Stock listed for trading on a stock exchange or on Nasdaq and is a "Reporting Issuer") and shall pay all its taxes when due except for taxes which the Company disputes.