Common use of Equity Securities Clause in Contracts

Equity Securities. The Company’s total authorized and issued capitalization is as set forth in the Company’s public filings with the Commission. The equity securities (“Equity Securities”) of the Company have the respective rights, preferences and privileges set forth in the Company’s certificate of incorporation or bylaws in effect on the date hereof. All of the outstanding Equity Securities of the Company have been duly authorized and are validly issued, fully paid and nonassessable. Except as set forth in the Company’s public filings with the Commission, there are, as of the date of this Agreement, no options, warrants or rights to purchase Equity Securities of the Company authorized, issued or outstanding, and the Company is not obligated in any other manner to issue shares of its Equity Securities. Except as set forth in the Company’s public filings with the Commission, there are no restrictions on the transfer of Equity Securities of the Company, other than those imposed by the Company’s certificate of incorporation or bylaws as of the date hereof, or relevant state and federal securities laws, and except as set forth in the Company’s public filings with the Commission, no holder of any Equity Security of the Company or other Person is entitled to preemptive or similar statutory or contractual rights, either arising pursuant to any agreement or instrument to which the Company is a party or that are otherwise binding upon the Company. The offer and sale of all Equity Securities of the Company issued before the Closing Date complied with or were exempt from registration or qualification under all applicable federal and state securities laws. Except as set forth in the Company’s public filings with the Commission, no Person has the right to demand or other rights to cause the Company to file any registration statement under the Securities Act of 1933, as amended (the “Securities Act”), relating to any Equity Securities of the Company presently outstanding or that may be subsequently issued, or any right to participate in any such registration statement.

Equity Securities. The Company’s total authorized and issued capitalization is as set forth in Item 2(l) of the Company’s public filings with the CommissionDisclosure Schedule. The equity securities (“Equity Securities”) of the Company have the respective rights, preferences and privileges set forth in the Company’s certificate of incorporation or bylaws Charter Documents in effect on the date hereof. All of the outstanding Equity Securities of the Company have been duly authorized and are validly issued, fully paid and nonassessable. Except as set forth in Item 2(l) of the Company’s public filings with Disclosure Schedule or in the CommissionSEC Reports, there are, are as of the date of this Agreement, Agreement no options, warrants or rights to purchase Equity Securities of the Company authorized, issued or outstanding, and the Company is not obligated in any other manner to issue shares of its Equity Securities. Except as set forth in Item 2(l) of the Company’s public filings with the CommissionDisclosure Schedule, there are no restrictions on the transfer of Equity Securities of the Company, other than those imposed by the Company’s certificate of incorporation or bylaws Charter Documents as of the date hereof, or relevant state and federal securities laws, and except as set forth in the Company’s public filings with the Commission, no holder of any Equity Security of the Company or other Person is entitled to preemptive or similar statutory or contractual rights, either arising pursuant to any agreement or instrument to which the Company is a party or that are otherwise binding upon the Company. The offer and sale of all Equity Securities of the Company issued before the Closing Date complied with or were exempt from registration or qualification under all applicable federal and state securities laws. Except as set forth in Item 2(l) of the Company’s public filings with Disclosure Schedule or in the CommissionSEC Reports, no Person has the right to demand or other rights to cause the Company to file any registration statement under the Securities Act of 1933, as amended (the “Securities Act”), relating to any Equity Securities of the Company presently outstanding or that may be subsequently issued, or any right to participate in any such registration statement.

Equity Securities. The Company’s total authorized and issued capitalization is as set forth in Item 2(i) of the Company’s public filings with the CommissionDisclosure Schedule. The equity securities (“Equity Securities”) of the Company have the respective rights, preferences and privileges set forth in the Company’s certificate of incorporation or bylaws in effect on the date hereof. All of the outstanding Equity Securities of the Company have been duly authorized and are validly issued, fully paid and nonassessable. Except as expressly referenced herein or as set forth in Item 2(i) of the Company’s public filings with the CommissionDisclosure Schedule, there are, are as of the date of this Agreement, Agreement no options, warrants or rights to purchase Equity Securities of the Company authorized, issued or outstanding, and the Company is not obligated in any other manner to issue shares of its Equity Securities. Except as set forth in Item 2(i) of the Company’s public filings with the CommissionDisclosure Schedule, there are no restrictions on the transfer of Equity Securities of the Company, other than those imposed by the Company’s certificate of incorporation or bylaws as of the date hereof, or relevant state and federal securities laws, and except as set forth in the Company’s public filings with the Commission, no holder of any Equity Security of the Company or other Person is entitled to preemptive or similar statutory or contractual rights, either arising pursuant to any agreement or instrument to which the Company is a party or that are otherwise binding upon the Company. The offer and sale of all Equity Securities of the Company issued before the Closing Date complied with or were exempt from registration or qualification under all applicable federal and state securities laws. Except as expressly referenced herein or as set forth in Item 2(i) of the Company’s public filings with the CommissionDisclosure Schedule, no Person has the right to demand or other rights to cause the Company to file any registration statement under the Securities Act of 1933, as amended (the “Securities Act”), relating to any Equity Securities of the Company presently outstanding or that may be subsequently issued, or any right to participate in any such registration statement.

Equity Securities. The Company’s total authorized and issued capitalization as of the date hereof is as set forth in Section 3(m) of the Company’s public filings with the CommissionDisclosure Schedule. The equity securities (“Equity Securities”) of the Company have the respective rights, preferences and privileges set forth in the Company’s certificate of incorporation or bylaws Charter Documents in effect on the date hereof. All of the outstanding Equity Securities of the Company have been duly authorized and are validly issued, fully paid and nonassessable. Except as expressly referenced herein or as set forth in Section 3(m) of the Company’s public filings with the CommissionDisclosure Schedule, there are, are as of the date of this Agreement, Agreement no options, warrants or rights to purchase Equity Securities of the Company authorized, issued or outstanding, and the Company is not obligated in any other manner to issue shares of its Equity Securities. Except as set forth in Section 3(m) of the Company’s public filings with the CommissionDisclosure Schedule, there are no restrictions on the transfer of Equity Securities of the Company, other than those imposed by the Company’s certificate of incorporation or bylaws Charter Documents as of the date hereof, or relevant state and federal securities laws, and except as set forth in the Company’s public filings with the Commission, no holder of any Equity Security of the Company or other Person is entitled to preemptive or similar statutory or contractual rights, either arising pursuant to any agreement or instrument to which the Company is a party or that are otherwise binding upon the Company. The offer and sale of all Equity Securities of the Company issued before the Closing Date complied with or were exempt from registration or qualification under all applicable federal and state securities laws. Except as expressly referenced herein or as set forth in Section 3(m) of the Company’s public filings with the CommissionDisclosure Schedule, no Person has the right to demand or other rights to cause the Company to file any registration statement under the Securities Act of 1933, as amended (the “Securities Act”), relating to any Equity Securities of the Company presently outstanding or that may be subsequently issued, or any right to participate in any such registration statement.

Equity Securities. The Company’s total authorized and issued capitalization is as set forth in the Company’s public filings with capitalization table attached as Exhibit F hereto (the Commission“Capitalization Table”). The equity securities of the Company (“Equity Securities”) of the Company have the respective rights, preferences and privileges set forth in the Company’s certificate of incorporation or bylaws in effect on the date hereofCharter Documents. All of the outstanding Equity Securities of the Company have been duly authorized and are validly issued, fully paid and nonassessable. Except as set forth in the Company’s public filings with the Commission, there are, as As of the date of this Agreement, except as set forth in the Capitalization Table or in the Charter Documents, there are no options, warrants or rights to purchase Equity Securities of the Company authorized, issued or outstanding, and the Company is not obligated in any other manner to issue shares of its Equity Securities. Except as set forth in the Company’s public filings with the Commission, there are no restrictions on the transfer of Equity Securities of the Company, other than those imposed by the Company’s certificate of incorporation or bylaws as of the date hereof, or relevant state and federal securities laws, and except as set forth in the Company’s public filings with the Commission, no No holder of any Equity Security of the Company or other Person is entitled to preemptive or similar statutory or contractual rights, either arising pursuant to any agreement or instrument to which the Company is a party or that are otherwise binding upon the Company. The offer and sale of all Equity Securities of the Company issued before the Closing Date complied with or were exempt from registration or qualification under all applicable federal and state securities laws. Except as set forth in for the Company’s public filings with registration rights granted to holders pursuant to the CommissionConvertible Debentures, no Person has the right to demand or other rights to cause the Company to file any registration statement under the Securities Act of 1933, as amended (the “Securities Act”), relating to any Equity Securities of the Company presently outstanding or that may be subsequently issued, or any right to participate in any such registration statement.

Equity Securities. The Company’s 's total authorized and issued capitalization is as set forth in the Company’s public filings with the CommissionDisclosure Schedule. The equity securities (“Equity Securities”) Securities of the Company have the respective rights, preferences and privileges set forth in the Company’s certificate 's Certificate of incorporation or bylaws Incorporation in effect on the date hereof. All of the outstanding Equity Securities of the Company have been duly authorized and are validly issued, fully paid and nonassessable. Except as expressly referenced herein or as set forth in the Company’s public filings with the CommissionDisclosure Schedule, there are, are as of the date of this Agreement, Agreement no options, warrants or rights to purchase Equity Securities of the Company authorized, issued or outstanding, and the nor is Company is not obligated in any other manner to issue shares of its Equity Securities. Except as set forth in the Company’s public filings with the CommissionDisclosure Schedule, there are no restrictions on the transfer of Equity Securities of the Company, other than those imposed by the Company’s certificate 's Certificate of incorporation or bylaws Incorporation and Bylaws as of the date hereof, or relevant state and federal securities laws, and except as set forth in the Company’s public filings with the Commission, no holder of any Equity Security of the Company or other Person is entitled to preemptive or similar statutory or contractual rights, either arising pursuant to any agreement or instrument to which the Company is a party or that are otherwise binding upon the Company. The offer and sale of all Equity Securities of the Company issued before the Closing Date complied with or were exempt from registration or qualification under all applicable federal and state securities laws. Except as expressly referenced herein or as set forth in the Company’s public filings with the CommissionDisclosure Schedule, no Person has the right to demand or other rights to cause the Company to file any registration statement under the Securities Act of 1933, as amended (the “Securities Act”"SECURITIES ACT"), relating to any Equity Securities of the Company presently outstanding or that may be subsequently issued, or any right to participate in any such registration statement.

Equity Securities. The Company’s 's total authorized and issued capitalization is as set forth in the Company’s public filings with the Commission. The equity securities (“Equity Securities”Item 2(k) of the Disclosure Schedule. The Equity Securities of Company have the respective rights, preferences and privileges set forth in the Company’s certificate 's Certificate of incorporation or bylaws Incorporation in effect on the date hereof. All of the outstanding Equity Securities of the Company have been duly authorized and are validly issued, fully paid and nonassessable. Except as expressly referenced herein or as set forth in Item 2(k) of the Company’s public filings with the CommissionDisclosure Schedule, there are, are as of the date of this Agreement, Agreement no options, warrants or rights to purchase Equity Securities of the Company authorized, issued or outstanding, and the nor is Company is not obligated in any other manner to issue shares of its Equity Securities. Except as set forth in Item 2(k) of the Company’s public filings with the CommissionDisclosure Schedule, there are no restrictions on the transfer of Equity Securities of the Company, other than those imposed by the Company’s certificate 's Certificate of incorporation or bylaws Incorporation and Bylaws as of the date hereof, or relevant state and federal securities laws, and except as set forth in the Company’s public filings with the Commission, no holder of any Equity Security of the Company or other Person is entitled to preemptive or similar statutory or contractual rights, either arising pursuant to any agreement or instrument to which the Company is a party or that are otherwise binding upon the Company. The offer and sale of all Equity Securities of the Company issued before the Closing Date complied with or were exempt from registration or qualification under all applicable federal and state securities laws. Except as expressly referenced herein or as set forth in Item 2(k) of the Company’s public filings with the CommissionDisclosure Schedule, no Person has the right to demand or other rights to cause the Company to file any registration statement under the Securities Act of 1933, as amended (the “"Securities Act”"), relating to any Equity Securities of the Company presently --------------- outstanding or that may be subsequently issued, or any right to participate in any such registration statement.

Equity Securities. The Company’s total authorized and issued capitalization is as set forth in the Company’s public filings with the CommissionCommission (as of the date of such filings). The equity securities (“Equity Securities”) of the Company have the respective rights, preferences and privileges set forth in the Company’s certificate of incorporation or bylaws in effect on the date hereof. All of the outstanding Equity Securities of the Company have been duly authorized and are validly issued, fully paid and nonassessable. Except as expressly referenced herein or as set forth in the Company’s public filings with the Commission, there are, are as of the date of this Agreement, Agreement no options, warrants or rights to purchase Equity Securities of the Company authorized, issued or outstanding, and the Company is not obligated in any other manner to issue shares of its Equity Securities. Except as set forth in the Company’s public filings with the Commission, there are no restrictions on the transfer of Equity Securities of the Company, other than those imposed by the Company’s certificate of incorporation or bylaws as of the date hereof, or relevant state and federal securities laws, and except as set forth in the Company’s public filings with the Commission, no holder of any Equity Security of the Company or other Person is entitled to preemptive or similar statutory or contractual rights, either arising pursuant to any agreement or instrument to which the Company is a party or that are otherwise binding upon the Company. The offer and sale of all Equity Securities of the Company issued before the Closing Effective Date complied with or were exempt from registration or qualification under all applicable federal and state securities laws. Except as expressly referenced herein or as set forth in the Company’s public filings with the Commission, no Person has the right to demand or other rights to cause the Company to file any registration statement under the Securities Act of 1933, as amended (the “Securities Act”), relating to any Equity Securities of the Company presently outstanding or that may be subsequently issued, or any right to participate in any such registration statement.

Equity Securities. The Company’s Such Borrower's total authorized and issued capitalization is as set forth in the Company’s public filings with the CommissionDisclosure Schedule. The equity securities (“Equity Securities”) Securities of the Company such Borrower have the respective rights, preferences and privileges set forth in the Company’s certificate such Borrower's Articles of incorporation Incorporation or bylaws limited liability company agreement in effect on the date hereof. All of the outstanding Equity Securities of the Company such Borrower have been duly authorized and are validly issued, fully paid and nonassessable. Except as expressly referenced herein or as set forth in the Company’s public filings with the CommissionDisclosure Schedule, there are, are as of the date of this Agreement, Agreement no options, warrants or rights to purchase Equity Securities of the Company such Borrower authorized, issued or outstanding, and the Company nor is not such Borrower obligated in any other manner to issue shares of its Equity Securities. Except as set forth in the Company’s public filings with the Commission, there There are no restrictions on the transfer of Equity Securities of the Companysuch Borrower, other than those imposed by the Company’s certificate such Borrower's Articles of incorporation Incorporation and Bylaws or bylaws limited liability company agreement as of the date hereof, or relevant state and federal securities laws, and except as set forth in the Company’s public filings with the Commission, no holder of any Equity Security of the Company or other Person such Borrower is entitled to preemptive or similar statutory or contractual rights, either arising pursuant to any agreement or instrument to which the Company such Borrower is a party or that are otherwise binding upon the Companysuch Borrower. The offer and sale of all Equity Securities of the Company such Borrower issued before the Closing Date date of this Agreement complied with or were exempt from registration or qualification under all applicable federal and state securities laws. Except as expressly referenced herein or as set forth in the Company’s public filings with the CommissionDisclosure Schedule, no Person has the right to demand or other rights to cause the Company such Borrower to file any registration statement under the Securities Act of 1933, as amended (the “"Securities Act”"), relating to any Equity Securities of the Company such Borrower presently outstanding or that may be subsequently issued, or any right to participate in any such registration statement.

Equity Securities. The Company’s total authorized and issued capitalization is as set forth in the Company’s public filings with the U.S. Securities and Exchange Commission (the “Commission”). The equity securities (“Equity Securities”) of the Company have the respective rights, preferences and privileges set forth in the Company’s certificate of incorporation or bylaws in effect on the date hereof. All of the outstanding Equity Securities of the Company have been duly authorized and are validly issued, fully paid and nonassessable. Except as set forth in the Company’s public filings with the CommissionCommission (the “SEC Reports”), there are, as of the date of this Agreement, no options, warrants or rights to purchase Equity Securities of the Company authorized, issued or outstanding, and the Company is not obligated in any other manner to issue shares of its Equity Securities. Except as set forth in the Company’s public filings with the CommissionSEC Reports, there are no restrictions on the transfer of Equity Securities of the Company, other than those imposed by the Company’s certificate of incorporation or bylaws as of the date hereof, or relevant state and federal securities laws, and except as set forth in the Company’s public filings with the CommissionSEC Reports, no holder of any Equity Security of the Company or other Person is entitled to preemptive or similar statutory or contractual rights, either arising pursuant to any agreement or instrument to which the Company is a party or that are otherwise binding upon the Company. The offer and sale of all Equity Securities of the Company issued before the Closing Date complied with or were exempt from registration or qualification under all applicable federal and state securities laws. Except as set forth in the Company’s public filings with the Commission, no Person has the right to demand or other rights to cause the Company to file any registration statement under the Securities Act of 1933, as amended (the “Securities Act”), relating to any Equity Securities of the Company presently outstanding or that may be subsequently issued, or any right to participate in any such registration statement.

Equity Securities. The Company’s total authorized and issued capitalization is as set forth in the Company’s public filings with the Commission. The equity securities (“Equity Securities”) of the Company have the respective rights, preferences and privileges set forth in the Company’s certificate of incorporation or bylaws in effect on the date hereof. All of the outstanding Equity Securities of the Company have been duly authorized and are validly issued, fully paid and nonassessable. Except as expressly referenced herein or as set forth in the Company’s public filings with the Commission, there are, are as of the date of this Agreement, Agreement no options, warrants or rights to purchase Equity Securities of the Company authorized, issued or outstanding, and the Company is not obligated in any other manner to issue shares of its Equity Securities. Except as set forth in the Company’s public filings with the Commission, there are no restrictions on the transfer of Equity Securities of the Company, other than those imposed by the Company’s certificate of incorporation or bylaws as of the date hereof, or relevant state and federal securities laws, and except as set forth in the Company’s public filings with the Commission, no holder of any Equity Security of the Company or other Person is entitled to preemptive or similar statutory or contractual rights, either arising pursuant to any agreement or instrument to which the Company is a party or that are otherwise binding upon the Company. The offer and sale of all Equity Securities of the Company issued before the Closing Date complied with or were exempt from registration or qualification under all applicable federal and state securities laws. Except as expressly referenced herein or as set forth in the Company’s public filings with the Commission, no Person has the right to demand or other rights to cause the Company to file any registration statement under the Securities Act of 1933, as amended (the “Securities Act”), relating to any Equity Securities of the Company presently outstanding or that may be subsequently issued, or any right to participate in any such registration statement.