Common use of Outstanding Stock Clause in Contracts

Outstanding Stock. The authorized capital stock of the Company consists of 25,000,000 shares of common stock, $0.01 par value, of which 17,250,000 shares are issued and outstanding and no shares are held in treasury. Each share of issued and outstanding stock is duly and validly authorized and issued, fully paid and nonassessable, and was not issued in violation of the preemptive rights of any stockholder granted by any stockholder or the Company. No option, warrant, call or commitment of any kind obligating the Company to issue any of its authorized but unissued capital stock or other equity interest exists. The common stock is now and at the Meeting Date will be quoted on the OTC bulleting board. To the Principals' knowledge, there are no voting trusts, proxies, or other agreements or understandings with respect to the voting of the capital stock of the Company.