Common use of Equity Position Clause in Contracts

Equity Position. In partial consideration for the rights granted hereunder, --------------- Retailer agrees to grant to WHV or its designee on the date hereof ___________ shares of Retailer's Series F Non-Voting Convertible Preferred Stock (the "Shares") representing 1.204% of Retailer's outstanding equity on a fully diluted basis as of the date hereof; provided, however, * Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. that in the event the Shares represent less than 1.204% of Retailer's outstanding equity on a fully diluted basis at any time prior to the effective date of Retailer's registration statement filed under the Securities Act of 1933 in connection with an initial public offering of Retailer's shares (the "Effective Date"), then Retailer shall grant additional equity to WHV for no additional consideration, as necessary, to maintain WHV's equity position at such percentage. In addition, WHV shall be entitled to the same information and registration rights with respect to the Shares, and the Shares will be subject to the same restrictions related to such rights, as provided in Retailer's Amended and Restated Stockholders' Rights Agreement dated as of April 13, 2000 to Holders (as defined therein). Retailer represents and warrants that the charter documents of Retailer or other documents setting forth the rights and preferences of the Shares will provide that the Shares are convertible to common stock of Retailer with full voting rights at any time that WHV elects to sell or transfer the Shares to a non-affiliated third party in a registered sale or a private transaction. The parties agree to execute and deliver in a timely manner all documentation required to effect the foregoing.