Common use of Listing of the Shares Clause in Contracts

Listing of the Shares. The Company shall comply with all requirements of the National Association of Securities Dealers, Inc. with respect to the issuance of the Shares and the listing thereof on the Nasdaq National Market. In furtherance thereof, the Company shall use its best efforts to take such actions as may be necessary and as soon as practicable and in no event later than 20 days after the Closing Date (if not filed prior to the Closing Date) to file with the Nasdaq National Market an application or other document required by the Nasdaq National Market and pay all applicable fees when due for the listing of the Shares with the Nasdaq National Market and shall provide evidence of such filing to the Investors. The Company knows of no reason why the Shares will not be eligible for listing on the Nasdaq National Market. Company stockholder approval for the transactions contemplated by this Agreement will not be required.

Listing of the Shares. The Company shall comply with all requirements of the National Association of Securities Dealers, Inc. with respect to the issuance of the Shares and the listing thereof on the Nasdaq National Market. In furtherance thereof, the Company shall use its best commercially reasonable efforts to take such actions as may be necessary and as soon as practicable and in no event later than 20 days after the Closing Date (if not filed prior to the Closing Date) to file with the Nasdaq National Market an application or other document required by the Nasdaq National Market and pay all applicable fees when due for the listing of the Shares with the Nasdaq National Market and shall provide evidence of such filing to the Investors. The Company knows of no reason why the Shares will not be eligible for listing on the Nasdaq National Market. Company stockholder approval for the transactions contemplated by this Agreement will not be required.

Listing of the Shares. The Company shall comply with all --------------------- requirements of the National Association of Securities Dealers, Inc. with respect to the issuance of the Shares and the listing thereof on the Nasdaq National Market. In furtherance thereof, the Company shall use its best efforts to take such actions as may be necessary and as soon as practicable and in no event later than 20 days after the Closing Date (if not filed prior to the Closing Date) to file with the Nasdaq National Market an application or other document required by the Nasdaq National Market and pay all applicable fees when due for the listing of the Shares with the Nasdaq National Market and shall provide evidence of such filing to the Investors. The Company knows of no reason why the Shares will not be eligible for listing on the Nasdaq National Market. Company stockholder approval for the transactions contemplated by this Agreement will not be required.

Listing of the Shares. The Company shall comply with all requirements of the National Association of Securities Dealers, Inc. with respect to the issuance of the Shares and the listing thereof on the Nasdaq National Market. In furtherance thereof, the Company shall use its best commercially reasonable efforts to take such actions as may be necessary and as soon as practicable and in no event later than 20 days after the Closing Date (if not filed prior to the Closing Date) to file with the Nasdaq National Market an application or other document required by the Nasdaq National Market Endologix, Inc. - 8-K Filing Date: 7/21/03 and pay all applicable fees when due for the listing of the Shares with the Nasdaq National Market and shall provide evidence of such filing to the Investors. The Company knows of no reason why the Shares will not be eligible for listing on the Nasdaq National Market. Company stockholder approval for the transactions contemplated by this Agreement will not be required.

Listing of the Shares. The Company shall comply with all ---------------------- requirements of the National Association of Securities Dealers, Inc. with respect to the issuance of the Shares and the listing thereof on the Nasdaq National Market. In furtherance thereof, the Company shall use its best efforts to take such actions as may be necessary and as soon as practicable and in no event later than 20 days after the Closing Date (if not filed prior to the Closing Date) to file with the Nasdaq National Market an application or other document required by the Nasdaq National Market and pay all applicable fees when due for the listing of the Shares with the Nasdaq National Market and shall provide evidence of such filing to the Investors. The Company knows of no reason why the Shares will not be eligible for listing on the Nasdaq National Market. Company stockholder approval for the transactions contemplated by this Agreement will not be required.

Listing of the Shares. The Company shall comply with all requirements of the National Association of Securities Dealers, Inc. with respect to the issuance of the Primary Shares and the listing thereof on the Nasdaq National Market. In furtherance thereof, the Company shall use its best efforts to take such actions as may be necessary and as soon as practicable and in no event later than 20 days after the Closing Date (if not filed prior to the Closing Date) to file with the Nasdaq National Market an application or other document required by the Nasdaq National Market and pay all applicable fees when due for the listing of the Primary Shares with the Nasdaq National Market and shall provide evidence of such filing to the Investors. The Company knows of no reason why the Primary Shares will not be eligible for listing on the Nasdaq National Market. Company stockholder approval for the transactions contemplated by this Agreement will not be required.

Listing of the Shares. The Company shall comply with all requirements of the National Association of Securities Dealers, Inc. with respect to the issuance of the Shares and the listing thereof on the Nasdaq National Market. In furtherance thereof, the Company shall use its best efforts to take such actions as may be necessary and as soon as practicable and in no event later than 20 days after the Closing Date (if not filed prior to the Closing Date) to file with the Nasdaq National Market an application or other document required by the Nasdaq National Market and pay all applicable fees when due for the listing of the Shares with the Nasdaq National Market and shall provide evidence of such filing to the Investors. The Company knows of no reason why the Shares will not be eligible for listing on the Nasdaq National Market. Company stockholder approval for the transactions contemplated by this Agreement will not be required.

Listing of the Shares. The Company shall comply with all requirements of the National Association of Securities Dealers, Inc. with respect to the issuance of the Shares and the listing thereof on the Nasdaq National Market. In furtherance thereof, the Company shall use its best efforts to take such actions as may be necessary and as soon as practicable and in no event later than 20 days after the Closing Date (if not filed prior to the Closing Date) to file with the Nasdaq National Market an application or other document required by the Nasdaq National Market and pay all applicable fees when due for the listing of the Shares with the Nasdaq National Market and shall provide evidence of such filing to the Investors. The Company knows of no reason why the Shares will not be eligible for listing on the Nasdaq National Market. Company stockholder approval for the transactions contemplated by this Agreement will not be required.