Common use of Holder Exercise of Warrant Clause in Contracts

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT A (the "Exercise Notice"), of the Holder's election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, (b) a check (or wire transfer of funds) in the amount of the aggregate exercise price for the Warrant Shares being purchased, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The Warrant shall expire on December 31, 2007 (the "Expiration Date"). The Investor may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVER, the Investor is required to comply with all state and U. S. laws and regulations relating to security sales and transfers.

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. All shares of Common Stock issued upon the exercise of this Warrant at the time of issuance will be validly issued, fully paid, and nonassessable. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, (b) purchased and be accompanied by a check (or wire transfer of funds) in for the full amount of the aggregate exercise price Exercise Price (as defined in Section 8(a) below) for the Warrant Shares being purchased, so purchased and (cb) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise NoticeNotice together with payment of the Exercise Price, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock Warrant Shares specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stocklaws. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes taxes, if any, that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All The Holder shall also have the right to convert this Warrant or any portion thereof (the "Conversion Right"), without payment by the Holder of the Exercise Price in cash or any other consideration (other than the surrender of rights to receive Warrant Shares hereunder), into shares of Common Stock issued upon as provided in this Section 1. Upon receipt by the Company of a duly executed and completed Conversion Notice in the form attached hereto as Exhibit B for the exercise of this the Conversion Right with respect to a particular number of Warrant Shares (the "Converted Warrant Shares"), the Company shall deliver to the Holder (without payment by the Holder of the Exercise Price in cash or any other consideration (other than the surrender of rights to receive Warrant Shares hereunder)) that number of shares of Common Stock equal to the quotient obtained by dividing: (x) the difference between (i) the product of (A) the Current Market Price of a share of Common Stock multiplied by (B) the number of Converted Warrant Shares and (ii) the product of (A) the Exercise Price multiplied by (B) the number of the Converted Warrant Shares, in each case as of the Conversion Date, by (y) the Current Market Price of a share of Common Stock on the Conversion Date. The term “Conversion Date” shall be validly issued, fully paidthe date a duly executed and completed Conversion Notice is received by the Company. No fractional Warrant Shares shall be issuable upon exercise of the Conversion Right, and nonassessableif the number of Warrant Shares to be issued determined in accordance with the following formula is other than a whole number, the Company shall, at its election, pay to the Holder an amount in cash equal to the Current Market Price of the resulting fractional Warrant Share on the Conversion Date or round up to the next nearest whole share. The term "Current Market Price" for the shares of Common Stock as of a specified date shall mean: (i) if the shares of Common Stock are publicly traded on such date, the average closing price per share over the preceding 10 trading days as reported on the principal stock exchange or quotation system on which the shares of Common Stock are then listed or quoted; (ii) if the shares of Common Stock are not so publicly traded on such date, the value determined in good faith by the Board of Directors of the Company; provided, that if Holder shall dispute such value determined by the Board of Directors the value shall be the appraised value per share of Common Stock as of such date determined by an investment banking firm of recognized standing selected by the Company and reasonably satisfactory to the Holder. In the event the appraised value is greater than 120% of the value of determined by the Board of Directors, the cost of such appraisal shall be borne by the Company and in all other circumstances, the cost of such appraisal shall be borne by the Holder. The Warrant shall expire on December 31August 14, 2007 2010 (the "“Expiration Date"”). The Investor Holder may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVER, the Investor is required to comply with all state and U. S. laws and regulations relating to security sales and transfers.

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, purchased and (b) a check (or wire transfer of funds) in the amount of the aggregate exercise price for the Warrant Shares being purchased, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The Warrant shall expire on December 31August ___, 2007 2010 (the "“Expiration Date"”). The Investor may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVERhowever, the Investor is required to comply with all state and U. S. U.S. laws and regulations relating to security sales and transfers.

Holder Exercise of Warrant. This Warrant shall only be exercisable in wholewhole or in part at any time prior to the Expiration Date. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT A (the "Exercise Notice"), of the Holder's election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, (b) a check (or wire transfer of funds) in the amount of the aggregate exercise price for the Warrant Shares being purchased, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares 1shares of Common Stock specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The Warrant shall expire on December DECEMBER 31, 2007 (the "Expiration Date"). The Investor may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVERhowever, the Investor is required to comply with all state and U. S. laws and regulations relating to security sales and transfers.

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, purchased and (b) a check (or wire transfer of funds) in the amount of the aggregate exercise price for the Warrant Shares being purchased, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The Warrant shall expire on December 31July ___, 2007 2010 (the "“Expiration Date"”). The Investor may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVERhowever, the Investor is required to comply with all state and U. S. U.S. laws and regulations relating to security sales and transfers.

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, purchased and (b) a check (or wire transfer of funds) in the amount of the aggregate exercise price for the Warrant Shares being purchased, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The Warrant shall expire on December 31April 15, 2007 2015 (the "“Expiration Date"”). The Investor may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVERhowever, the Investor is required to comply with all state and U. S. U.S. laws and regulations relating to security sales and transfers.

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. All shares of Common Stock issued upon the exercise of this Warrant at the time of issuance will be validly issued, fully paid, and nonassessable. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, (b) purchased and be accompanied by a check (or wire transfer of funds) in for the full amount of the aggregate exercise price Exercise Price (as defined in Section 8(a) below) for the Warrant Shares being purchased, so purchased and (cb) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise NoticeNotice together with payment of the Exercise Price, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock Warrant Shares specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stocklaws. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes taxes, if any, that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All The Holder shall also have the right to convert this Warrant or any portion thereof (the "Conversion Right"), without payment by the Holder of the Exercise Price in cash or any other consideration (other than the surrender of rights to receive Warrant Shares hereunder), into shares of Common Stock issued upon as provided in this Section 1. Upon receipt by the Company of a duly executed and completed Conversion Notice in the form attached hereto as Exhibit B for the exercise of this the Conversion Right with respect to a particular number of Warrant Shares (the "Converted Warrant Shares"), the Company shall deliver to the Holder (without payment by the Holder of the Exercise Price in cash or any other consideration (other than the surrender of rights to receive Warrant Shares hereunder)) that number of shares of Common Stock equal to the quotient obtained by dividing: (x) the difference between (i) the product of (A) the Current Market Price of a share of Common Stock multiplied by (B) the number of Converted Warrant Shares and (ii) the product of (A) the Exercise Price multiplied by (B) the number of the Converted Warrant Shares, in each case as of the Conversion Date, by (y) the Current Market Price of a share of Common Stock on the Conversion Date. The term “Conversion Date” shall be validly issued, fully paidthe date a duly executed and completed Conversion Notice is received by the Company. No fractional Warrant Shares shall be issuable upon exercise of the Conversion Right, and nonassessableif the number of Warrant Shares to be issued determined in accordance with the following formula is other than a whole number, the Company shall, at its election, pay to the Holder an amount in cash equal to the Current Market Price of the resulting fractional Warrant Share on the Conversion Date or round up to the next nearest whole share. The term "Current Market Price" for the shares of Common Stock as of a specified date shall mean: (i) if the shares of Common Stock are publicly traded on such date, the average closing price per share over the preceding 10 trading days as reported on the principal stock exchange or quotation system on which the shares of Common Stock are then listed or quoted; (ii) if the shares of Common Stock are not so publicly traded on such date, the value determined in good faith by the Board of Directors of the Company; provided, that if Holder shall dispute such value determined by the Board of Directors the value shall be the appraised value per share of Common Stock as of such date determined by an investment banking firm of recognized standing selected by the Company and reasonably satisfactory to the Holder. In the event the appraised value is greater than 120% of the value of determined by the Board of Directors, the cost of such appraisal shall be borne by the Company and in all other circumstances, the cost of such appraisal shall be borne by the Holder. The Warrant shall expire on December 31August ___, 2007 2010 (the "“Expiration Date"”). The Investor Holder may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVER, the Investor is required to comply with all state and U. S. laws and regulations relating to security sales and transfers.

Holder Exercise of Warrant. This Warrant shall only be exercisable in wholewhole or in part. To exercise this Warrant in wholeWarrant, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, (b) a check (or wire transfer of funds) in the amount of the aggregate exercise price for the this Warrant Shares being purchased, and (c) (except in the case of exercise on a net issue basis pursuant to Section 9(b) of this Warrant) the payment to the Company, by check or wire, of an amount equal to the then applicable Exercise Price (as defined below) per share multiplied by the number of Warrant Shares then being purchased. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Noticea), (iib) the check (or wire transfer of funds) mentioned above, and (iiic) this Warrantabove, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. Execution and delivery of the Exercise Notice with respect to less than all of the Warrant Shares shall have the same effect as cancellation of the original Warrant and issuance of a new Warrant evidencing the right to purchase the remaining number of Warrant Shares. If this Warrant is exercised in part, the Company shall, upon surrender of this Warrant, execute and deliver, within 20 days of the date of exercise, a new Warrant evidencing the rights of the Holder, or such other person as shall be designated in the Notice of Exercise, to purchase the balance of the Warrant Shares purchasable hereunder. The Warrant shall expire on December 31April 14, 2007 2015 (the "“Expiration Date"”). The Investor may exercise the warrant in whole or in part at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVERhowever, the Investor is required to comply with all state and U. S. U.S. laws and regulations relating to security sales and transfers. This Warrant shall automatically be exercised in full as of immediately prior to termination of the Warrant on the Expiration Date, on a net issue basis pursuant to Section 9(b), to the extent the Warrant shall not have previously been exercised in full.

Holder Exercise of Warrant. This Warrant shall only be exercisable in wholewhole or in part at any time prior to the Expiration Date. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT A (the "Exercise Notice"), of the Holder's election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, (b) a check (or wire transfer of funds) in the amount of the aggregate exercise price for the Warrant Shares being purchased, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The Warrant shall expire on December DECEMBER 31, 2007 (the "Expiration Date"). The Investor may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVERhowever, the Investor is required to comply with all state and U. S. laws and regulations relating to security sales and transfers.

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, purchased and (b) a check (or wire transfer of funds) in the amount of the aggregate exercise price for the Warrant Shares being purchased, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The Warrant shall expire on December 31, 2007 the date that is two (2) years following the Date of Issuance (the "“Expiration Date"”). The Investor may exercise the warrant Warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVERhowever, the Investor is required to comply with all state and U. S. U.S. laws and regulations relating to security sales and transfers. The Company has no restriction on the lawful sale or transfer of the Warrant or Warrant Shares, except that the Warrant or Warrant Shares are subject to the equivalent restrictions placed on other shares of Common Stock issued by the Company during the two-year period (the “Period”) following the date of this Warrant to the extent that the Company, in its sole discretion, deems it necessary to facilitate financing opportunities offered during the Period.

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, purchased and (b) a check (or wire transfer of funds) in the amount of the aggregate exercise price for the Warrant Shares being purchased, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The Warrant shall expire on December 31, 2007 three (3) years after the date of execution thereof (the "“Expiration Date"”). The Investor may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVERhowever, the Investor is required to comply with all state and U. S. U.S. laws and regulations relating to security sales and transfers.

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. To exercise this Warrant in wholewhole or in part, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, (b) a check (or wire transfer of funds) in the amount of the aggregate exercise purchase price for such shares, which shall equal the Warrant Shares being purchasednumber of shares of Common Stock to be purchased multiplied by Fifty U.S. Cents ($1.00) per share, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (mentioned above or wire transfer of funds) mentioned abovea stated election to exercise the warrant on a cashless basis, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice. If the Holder elects to purchase, provided at any time, less than the number of shares of Common Stock than purchasable under the terms of this Warrant has vested on or prior Warrant, the Company shall issue to the date such notice is deliveredHolder a new Warrant exercisable for the number of remaining shares of Common Stock purchasable under this Warrant. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses expenses, taxes and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The This Warrant shall will expire on December 31January 21, 2007 2014 (the "“Expiration Date"”). The Investor , and may exercise be exercised on multiple occasions in amounts not less than ten percent (10%) of the warrant at any time prior to original amount issued before the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVER, the Investor is required to comply with all state and U. S. laws and regulations relating to security sales and transfers.

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. To exercise this Warrant in wholewhole or in part, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, (b) a check (or wire transfer of funds) in the amount of the aggregate exercise purchase price for such shares, which shall equal the Warrant Shares being purchasednumber of shares of Common Stock to be purchased multiplied by Two U.S. Dollar ($2.00) per share, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (mentioned above or wire transfer of funds) mentioned abovea stated election to exercise the warrant on a cashless basis, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice. If the Holder elects to purchase, provided at any time, less than the number of shares of Common Stock than purchasable under the terms of this Warrant has vested on or prior Warrant, the Company shall issue to the date such notice is deliveredHolder a new Warrant exercisable for the number of remaining shares of Common Stock purchasable under this Warrant. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses expenses, taxes and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The Warrant shall expire on December 31, 2007 (the "Expiration Date"). The Investor may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVER, the Investor is required to comply with all state and U. S. laws and regulations relating to security sales and transfers.Exercise

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, purchased and (b) a check (or wire transfer of funds) in the amount of the aggregate exercise price for the Warrant Shares being purchased, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The Warrant shall expire on December 31April 15, 2007 2010 (the "“Expiration Date"”). The Investor may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVERhowever, the Investor is required to comply with all state and U. S. U.S. laws and regulations relating to security sales and transfers.

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, (b) a check (or wire transfer of funds) in the amount of the aggregate exercise price for the Warrant Shares being purchased, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The Warrant shall expire on December 31, 2007 _________________ (the "“Expiration Date"”). The Investor may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVERhowever, the Investor is required to comply with all state and U. S. U.S. laws and regulations relating to security sales and transfers.

Holder Exercise of Warrant. This Warrant shall only be exercisable in whole. To exercise this Warrant in whole, the Holder shall deliver to the Company at its principal office, (a) a written notice, in substantially the form of the exercise notice attached hereto as EXHIBIT Exhibit A (the "“Exercise Notice"”), of the Holder's ’s election to exercise this Warrant, which notice shall specify the number of shares of Common Stock to be purchased, purchased and (b) a check (or wire transfer of funds) in the amount of the aggregate exercise price for the Warrant Shares being purchased, and (c) this Warrant. The Company shall as promptly as practicable, and in any event within twenty (20) days after delivery to the Company of (i) the Exercise Notice, (ii) the check (or wire transfer of funds) mentioned above, and (iii) this Warrant, execute and deliver or cause to be executed and delivered, in accordance with such notice, a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice, provided this Warrant has vested on or prior to the date such notice is delivered. Each certificate representing Warrant Shares shall bear the legend or legends required by applicable securities laws as well as such other legend(s) the Company requires to be included on certificates for its Common Stock. The Company shall pay all expenses and other charges payable in connection with the preparation, issuance and delivery of such stock certificates except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that are payable upon the issuance of such stock certificate or certificates shall be paid by the Holder at the time of delivering the Exercise Notice. All shares of Common Stock issued upon the exercise of this Warrant shall be validly issued, fully paid, and nonassessable. The Warrant shall expire on December 31, 2007 ___________ (the "“Expiration Date"”). The Investor may exercise the warrant at any time prior to the Expiration Date. The Company has no restriction on the sale or transfer of the Warrant or Warrant Shares; HOWEVERhowever, the Investor is required to comply with all state and U. S. U.S. laws and regulations relating to security sales and transfers.