Common use of Purchaser Capitalization Clause in Contracts

Purchaser Capitalization. 5.1 As of August 31, 2009, the authorized capital stock of Purchaser consisted of 150,000,000 shares of Purchaser Common Stock, of which there were 23,096,293 shares issued and outstanding, and 25,000,000 shares of preferred stock, par value $0.001 per share, of which there are no shares issued or outstanding. All outstanding shares of Purchaser Common Stock issued and outstanding as of August 31, 2009 were duly authorized, validly issued, fully paid and nonassessable. There is no Liability for dividends accrued and unpaid by Purchaser.

Purchaser Capitalization. 5.1 As of August 31the Closing Date, 2009but prior to giving effect to the issuance of the Purchaser Shares, the authorized capital stock of the Purchaser consisted consists of 150,000,000 195,000,000 shares of Purchaser Common Stockcommon stock, $0.0001 par value per share, of which there were 23,096,293 27,927,998 shares are issued and outstanding, and 25,000,000 5,000,000 shares of preferred stock, $0.0001 par value $0.001 per shareshare (such shares, collectively, “Purchaser Preferred Stock”), of which there are no shares are issued or outstanding. All outstanding shares of Purchaser Common Stock issued and outstanding as of August 31, 2009 were duly authorized, validly issued, fully paid and nonassessable. There is no Liability for dividends accrued and unpaid by Purchaser.