Common use of Purchase Price; Number of Shares Clause in Contracts

Purchase Price; Number of Shares. The registered holder of this Warrant (the "Holder"), commencing on the date hereof but subject to the terms of this Warrant, is entitled upon surrender of this Warrant with the subscription form annexed hereto as Attachment A duly executed, at the principal office of the Company, to purchase from the Company up to 2,100,000 fully paid and nonassessable shares (the "Shares") of Common Stock, $0.01 par value per share, of the Company (the "Common Stock") at a price per share (the "Purchase Price") of $0.01 at any time or from time to time up to and including 5:00 p.m. (New York Time) on December 31, 2004, provided, however, that the Holder shall have no right to exercise this Warrant unless at the time of exercise the Average Closing Price (as defined below) of the Common Stock exceeds $3.75 (as adjusted for stock splits, stock dividends or other adjustments to Common Stock). Upon receipt of written notice from the Company that the Average Closing Price condition specified above has been satisfied, the Holder shall have thirty (30) days, and only thirty (30) days, to exercise this Warrant; provided, however, that in no event shall this Warrant be exercisable after the Expiration Date. The person or persons in whose name or names any certificate representing shares of Common Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercised, whether or not the transfer books of the Company shall be closed.

Purchase Price; Number of Shares. (a) The registered holder of this Warrant (the "Holder"), commencing on the date hereof but subject to the terms of this Warranthereof, is entitled upon surrender of this Warrant with the subscription form annexed hereto as Attachment A duly executed, at the principal office of the Company, to purchase from the Company up to 2,100,000 Company, that number of fully paid and nonassessable shares of Preferred Stock equal to (A) 5% of the Aggregate Advances multiplied by the number of full calendar months (or pro rata portion of such amount for any partial calendar month, based on a 30-day month) (but in any event at least $150,000, regardless of whether there are any Advances under the Bridge Loan Commitment), divided by (B) the Purchase Price. This Warrant will not become exercisable for Series A Preferred Stock unless and until the Next Round of Financing has not closed by December 31, 2006 (the "SharesFinancing Cutoff Date") ). If Holder exercises all or a portion of Common this Warrant prior to the closing of the Next Round of Financing or Financing Cutoff Date, then the Holder will be entitled to receive shares of the Next Round Stock, $0.01 par value per sharewhen and if such shares of Next Round Stock are issued in the Next Round Financing. In addition to other terms which may be defined herein, of the Company (the "Common Stock") at a price per share (the "Purchase Price") of $0.01 at any time or from time to time up to and including 5:00 p.m. (New York Time) on December 31following terms, 2004as used in this Warrant, provided, however, that the Holder shall have no right to exercise this Warrant unless at the time of exercise the Average Closing Price (as defined below) of the Common Stock exceeds $3.75 (as adjusted for stock splits, stock dividends or other adjustments to Common Stock). Upon receipt of written notice from the Company that the Average Closing Price condition specified above has been satisfied, the Holder shall have thirty (30) days, and only thirty (30) days, to exercise this Warrant; provided, however, that in no event shall this Warrant be exercisable after the Expiration Date. The person or persons in whose name or names any certificate representing shares of Common Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercised, whether or not the transfer books of the Company shall be closed.following meanings:

Purchase Price; Number of Shares. The registered holder of this Warrant (the "Holder"), commencing on the date hereof but subject to the terms of this Warrant, is entitled upon surrender of this Warrant with the subscription form annexed hereto as Attachment ATTACHMENT A duly executed, at the principal office of the Company, to purchase from the Company up to 2,100,000 fully paid and nonassessable shares (the "Shares") of Common Stock, $0.01 par value per share, of the Company (the "Common Stock") at a price per share (the "Purchase Price") of $0.01 at any time or from time to time up to and including 5:00 p.m. (New York Time) on December 31, 2004, providedPROVIDED, howeverHOWEVER, that the Holder shall have no right to exercise this Warrant unless at the time 35 of exercise the Average Closing Price (as defined below) of the Common Stock exceeds $3.75 (as adjusted for stock splits, stock dividends or other adjustments to Common Stock). Upon receipt of written notice from the Company that the Average Closing Price condition specified above has been satisfied, the Holder shall have thirty (30) days, and only thirty (30) days, to exercise this Warrant; provided, however, that in no event shall this Warrant be exercisable after the Expiration Date. The person or persons in whose name or names any certificate representing shares of Common Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercised, whether or not the transfer books of the Company shall be closed.

Purchase Price; Number of Shares. The registered holder of this Warrant (the "Holder"), commencing on the date hereof but subject to the terms of this Warrant, is entitled upon surrender of this Warrant with the subscription form annexed hereto as Attachment A duly executed, at the principal office of the Company, to purchase from the Company up to 2,100,000 fully paid and nonassessable shares (the "Shares") of Common StockCompany, $0.01 par value per share, of the Company (the "Common Stock") at a price per share of $1.73 (the "Purchase Price") ), 300,578 fully paid and nonassessable shares of the Company's Series D Preferred Stock, $0.01 at any 0.001 per share par value (the "Preferred Stock"). Until such time or from time to time up to and including 5:00 p.m. (New York Time) on December 31, 2004, provided, however, that the Holder shall have no right to exercise as this Warrant unless at the time of exercise the Average Closing Price (as defined below) of the Common Stock exceeds $3.75 (as adjusted for stock splits, stock dividends is exercised in full or other adjustments to Common Stock). Upon receipt of written notice from the Company that the Average Closing Price condition specified above has been satisfiedexpires, the Holder shall have thirty (30) days, Purchase Price and only thirty (30) days, to the securities issuable upon exercise this Warrant; provided, however, that in no event shall of this Warrant be exercisable after the Expiration Dateare subject to adjustment as hereinafter provided. The person or persons in whose name or names any certificate representing shares of Common Preferred Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercisedexercised with respect to such shares, whether or not the transfer books of the Company shall be closed. Until such time as this Warrant is exercised in full or expires, the Purchase Price and the securities issuable upon exercise of this Warrant are subject to adjustment as hereinafter provided. The person or persons in whose name or names any certificate representing shares of Preferred Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercised with respect to such shares, whether or not the transfer books of the Company shall be closed.

Purchase Price; Number of Shares. The registered holder of this Warrant (the "HolderHOLDER"), commencing on the date hereof but subject to the terms of this Warranthereof, is entitled upon surrender of this Warrant with the subscription form annexed hereto as Attachment A duly executed, at the principal office of the Company, to purchase from form the Company up at a per share (the "Next Purchase Price") equal to 2,100,000 the price per share of the series of Preferred Stock of the Company next issued by the Company after July 1, 1995 (the "Next Preferred Stock") that number of fully paid and nonassessable shares (of Next Preferred Stock equal to $52,500 divided by the "Shares") of Common StockNext Purchase Price. Notwithstanding the foregoing, $0.01 par value per share, if the closing sale of the Next Preferred Stock has not occurred by December 31, 1995, the Holder shall be entitled to purchase from the Company (pursuant to the "Common Stock") conditions set forth above 83,758 shares of Series A Preferred Stock at a price $0.6268 per share (the "Series A Purchase Price") of $0.01 at any ). The Series A Preferred Stock or Next Purchase Stock, as the case may be, shall hereafter be known as the "Preferred Stock," and the Next Purchase Price or Series A Purchase Price, as the case may be, shall hereafter be known as the "Purchase Price." Until such time or from time to time up to and including 5:00 p.m. (New York Time) on December 31, 2004, provided, however, that the Holder shall have no right to exercise as this Warrant unless at the time of exercise the Average Closing Price (as defined below) of the Common Stock exceeds $3.75 (as adjusted for stock splitsis exercised in full, stock dividends or other adjustments to Common Stock). Upon receipt of written notice from the Company that the Average Closing Price condition specified above has been satisfiedexpires, the Holder shall have thirty (30) days, Purchase Price and only thirty (30) days, to the securities issuable upon exercise this Warrant; provided, however, that in no event shall of this Warrant be exercisable after the Expiration Dateare subject to adjustment as hereinafter provided. The person or persons in whose name or names any certificate representing shares of Common Preferred Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercisedexercised with respect to such shares, whether or not the transfer books of the Company shall be closed.

Purchase Price; Number of Shares. The registered holder of this Warrant (the "“Holder"”), commencing on the date hereof but subject to the terms of this Warranthereof, is entitled upon surrender of this Warrant with the subscription form annexed hereto as Attachment A duly executed, at the principal office of the Company, to purchase from the Company up to 2,100,000 Company, at a price per share of $9.804 (the “Purchase Price”), 5,099 fully paid and nonassessable shares (of the "Shares") of Common Company’s Series C Preferred Stock, $0.01 0.000 par value per share, (the “Preferred Stock”). Should this Warrant become exercisable for Class A common stock of the Company Company, $0.0001 par value (the "“Class A Common Stock"”) at a price per share (under Section 23 hereof, such Purchase Price and the "Purchase Price") corresponding number of $0.01 at any shares of Class A Common Stock purchasable hereunder shall be adjusted as set forth therein. Until such time or from time to time up to and including 5:00 p.m. (New York Time) on December 31, 2004, provided, however, that the Holder shall have no right to exercise as this Warrant unless at the time of exercise the Average Closing Price (as defined below) of the Common Stock exceeds $3.75 (as adjusted for stock splits, stock dividends is exercised in full or other adjustments to Common Stock). Upon receipt of written notice from the Company that the Average Closing Price condition specified above has been satisfiedexpires, the Holder shall have thirty (30) days, Purchase Price and only thirty (30) days, to the securities issuable upon exercise this Warrant; provided, however, that in no event shall of this Warrant be exercisable after the Expiration Dateare subject to adjustment as hereinafter provided. The person or persons in whose name or names any certificate representing shares of Common Preferred Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercisedexercised with respect to such shares, whether or not the transfer books of the Company shall be closed.

Purchase Price; Number of Shares. The registered holder of this Warrant (the "“Holder")”) is entitled, commencing at any time and from time to time on the date hereof but subject or after July 28, 2007 and prior to the terms expiration of this Warrant, is entitled upon surrender of this Warrant with (i) the subscription form annexed hereto, (ii) until the consummation of a Public Offering (as defined below) with gross proceeds to the Company of at least $75 million and a per share price to the public of at least $6.00 per share (as appropriately adjusted for any stock split, combination, reorganization, stock dividend, or similar event), an instrument of adherence, in the form annexed hereto, to that certain Stockholders’ Voting Agreement, dated as February 18, 2005, by and among the Company and the stockholders named therein, as amended from time to time, and (iii) a signature page to the Stock Restriction Agreement by and between the Company and the Holder in the form attached hereto as Attachment A Exhibit A, each duly executedexecuted by or on behalf of the Holder, at the principal office of the Company, to purchase from the Company up to 2,100,000 Company, at a price per share of $1.00 (the “Purchase Price”), Forty-Three Thousand, Seven Hundred Fifty (43,750) fully paid and nonassessable shares (of the "Shares") of Company’s Common Stock, $0.01 0.001 par value per share, of the Company (the "Common Stock") at a price per share (the "Purchase Price") of $0.01 at any “Common Stock”). Until such time or from time to time up to and including 5:00 p.m. (New York Time) on December 31, 2004, provided, however, that the Holder shall have no right to exercise as this Warrant unless at the time of exercise the Average Closing Price (as defined below) of the Common Stock exceeds $3.75 (as adjusted for stock splits, stock dividends is exercised in full or other adjustments to Common Stock). Upon receipt of written notice from the Company that the Average Closing Price condition specified above has been satisfiedexpires, the Holder shall have thirty (30) days, Purchase Price and only thirty (30) days, to the securities issuable upon exercise this Warrant; provided, however, that in no event shall of this Warrant be exercisable after the Expiration Dateare subject to adjustment as hereinafter provided. The person or persons in whose name or names any certificate representing shares of Common Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercisedexercised with respect to such shares, whether or not the transfer books of the Company shall be closed.

Purchase Price; Number of Shares. The registered holder of this Warrant (the "“Holder"), commencing on the date hereof but subject to the terms of this Warrant, ”) is entitled upon surrender of this Warrant with the subscription form annexed hereto as Attachment A duly executed, at the principal office of the Company, to purchase from the Company up to 2,100,000 ______________________ (________) fully paid and nonassessable shares (the "“Shares"”) of Common Stockcommon stock, $0.01 0.001 par value per share, of the Company (the "“Common Stock") ”), at a price per share of $1.25 (the "“Purchase Price") of $0.01 at any ”). Until such time or from time to time up to and including 5:00 p.m. (New York Time) on December 31, 2004, provided, however, that the Holder shall have no right to exercise as this Warrant unless at the time of exercise the Average Closing Price (as defined below) of the Common Stock exceeds $3.75 (as adjusted for stock splits, stock dividends is exercised in full or other adjustments to Common Stock). Upon receipt of written notice from the Company that the Average Closing Price condition specified above has been satisfiedexpires, the Holder shall have thirty (30) days, Purchase Price and only thirty (30) days, to the securities issuable upon exercise this Warrant; provided, however, that in no event shall of this Warrant be exercisable after the Expiration Dateare subject to adjustment as hereinafter provided. The person or persons in under whose name or names any certificate representing shares of Common Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercisedexercised with respect to such shares, whether or not the transfer books of the Company shall be closed. In addition to all other available remedies at law or in equity, if the Company fails to deliver certificates for the Warrant Shares within three (3) business days after this Warrant is exercised, then the Company shall pay to the holder in cash a penalty (the “Penalty”) equal to 2% of the number of Warrant Shares that the holder is entitled to multiplied by the Current Market Price (as hereinafter defined) for each day that the Company fails to deliver certificates for the Warrant Shares. For example, if the holder is entitled to 100,000 Warrant Shares and the Current Market Price is $2.00, then the Company shall pay to the holder $4,000 for each day that the Company fails to deliver certificates for the Warrant Shares. The Penalty shall be paid to the holder by the third (3rd) day of the month following the month in which it has accrued.

Purchase Price; Number of Shares. The registered holder of this Warrant (the "“Holder"”), commencing on the date hereof but subject to the terms of this Warranthereof, is entitled upon surrender of this Warrant with the subscription form annexed hereto as Attachment A duly executed, at the principal office of the Company, to purchase from the Company up to 2,100,000 Company, at a price per share of $9.804 (the “Purchase Price”), 7,649 fully paid and nonassessable shares (of the "Shares") of Common Company’s Series C Preferred Stock, $0.01 0.000 par value per share, (the “Preferred Stock”). Should this Warrant become exercisable for Class A common stock of the Company Company, $0.0001 par value (the "“Class A Common Stock"”) at a price per share (under Section 23 hereof, such Purchase Price and the "Purchase Price") corresponding number of $0.01 at any shares of Class A Common Stock purchasable hereunder shall be adjusted as set forth therein. Until such time or from time to time up to and including 5:00 p.m. (New York Time) on December 31, 2004, provided, however, that the Holder shall have no right to exercise as this Warrant unless at the time of exercise the Average Closing Price (as defined below) of the Common Stock exceeds $3.75 (as adjusted for stock splits, stock dividends is exercised in full or other adjustments to Common Stock). Upon receipt of written notice from the Company that the Average Closing Price condition specified above has been satisfiedexpires, the Holder shall have thirty (30) days, Purchase Price and only thirty (30) days, to the securities issuable upon exercise this Warrant; provided, however, that in no event shall of this Warrant be exercisable after the Expiration Dateare subject to adjustment as hereinafter provided. The person or persons in whose name or names any certificate representing shares of Common Preferred Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercisedexercised with respect to such shares, whether or not the transfer books of the Company shall be closed.

Purchase Price; Number of Shares. The registered holder of this Warrant (the "“Holder"”), commencing on the date hereof but subject to the terms of this Warranthereof, is entitled upon surrender of this Warrant with the subscription form annexed hereto as Attachment A duly executed, at the principal office of the Company, to purchase from the Company up Company, at a price per share equal to 2,100,000 the Purchase Price, that number of fully paid and nonassessable shares (the "Shares") of Common Stock, $0.01 par value per share, of the Company’s Next Round Stock equal to Fifty Thousand Dollars ($50,000), divided by the applicable Purchase Price. In the event of the consummation by the Company of a Merger (as defined in Section 7) prior to the "Common Stock") consummation by the Company of the Next Round Financing (as defined below), the Holder shall have the right, in substitution of the rights granted to Holder above in this Section 2, upon surrender of this Warrant with the subscription form annexed hereto duly executed, at the principal office of the Company, to purchase from the Company, at a purchase price per share equal to the Adjusted Purchase Price, that number of shares of the Prior Preferred stock equal to Fifty Thousand Dollars ($50,000), divided by the Adjusted Purchase Price. In addition to, and without limiting the foregoing, in the event the Company does not consummate a Merger or the Next Round Financing on or before May 18, 2005, then the Holder shall have the right on and after that date, upon surrender of this Warrant with the subscription form annexed hereto duly executed, at the principal office of the Company, to purchase from the Company, at a price per share equal to the Fair Market Value (the "Purchase Price") of $0.01 at any time or from time to time up to and including 5:00 p.m. (New York Time) on December 31, 2004, provided, however, that the Holder shall have no right to exercise this Warrant unless at the time of exercise the Average Closing Price (a per share basis as defined belowdetermined in Section 4 hereof) of the Common Stock exceeds $3.75 (as adjusted for Prior Preferred stock splits, stock dividends or other adjustments to Common Stock). Upon receipt of written notice from the Company that the Average Closing Price condition specified above has been satisfied, the Holder shall have thirty (30) days, and only thirty (30) days, to exercise this Warrant; provided, however, that in no event shall this Warrant be exercisable after the Expiration Date. The person or persons in whose name or names any certificate representing shares of Common Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date of exercise of this Warrant is exercisedWarrant, whether or not the transfer books that number of shares of the Company Prior Preferred Stock equal to Fifty Thousand Dollars ($50,000), divided by the Fair Market Value (on a per share basis as determined in Section 4 hereof) of the Prior Preferred Stock on the date of exercise of this Warrant. In addition to other terms which may be defined herein, the following terms, as used in this Warrant, shall be closed.have the following meanings:

Purchase Price; Number of Shares. The Subject to the terms and conditions hereinafter set forth, the registered holder of this Warrant (the "Holder"), commencing on the date hereof but subject to the terms of this Warrant, ) is entitled upon surrender of this Warrant with the subscription form annexed hereto as Attachment A duly executed, at the principal office of the Company, 00 Xxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx 00000, or such other office as the Company shall notify the Holder of in writing, to purchase from the Company up to 2,100,000 fully paid and nonassessable shares (the "Shares") of Common Stock, $0.01 par value per share, of the Company (the "Common Stock") at a price per share (the "Purchase Price") of $0.01 at any time or from time 1.97 an aggregate of fifty thousand (50,000) fully paid and nonassessable shares of Common Stock, $.01 par value, of the Company (the "Common Stock"), subject to time up to and including 5:00 p.m. (New York Time) the conditions stated immediately below. Commencing on December 31the date hereof, 2004, provided, however, that the Holder shall have no right to may exercise this Warrant unless at the time for 25,000 of exercise the Average Closing Price (as defined below) such shares. If, within six months of the Common Stock exceeds $3.75 date hereof, the Company renews or extends the original term of the Consulting Agreement between the Company and L.G. Zangani, Inc. (as adjusted for stock splitsthe "Agreement"), stock dividends or other adjustments to Common Stock). Upon receipt of written notice then, commencing on the date that is six months from the Company that the Average Closing Price condition specified above has been satisfieddate hereof, the Holder shall have thirty (30) days, and only thirty (30) days, to may exercise this Warrant; provided, however, that in no event shall this Warrant be exercisable after for the Expiration Date. The person or persons in whose name or names any certificate representing remaining shares of Common Stock is issued hereunder subject hereto. If the Company does not renew or extend the original term of the Agreement within six months of the date hereof, such remaining shares shall not be exercisable, and the portion of the Warrant relating to such remaining shares shall be deemed to have become automatically canceled and extinguished and shall be without further effect. Furthermore, if the holder of record Company does not renew or extend the original term of the shares represented thereby as Agreement within six months hereof, notwithstanding anything to the contrary herein, this Warrant shall expire at the close of business on the date December 31, 1999 and shall be void thereafter. Until such time as this Warrant is exercisedexercised in full or expires, whether or not the transfer books Purchase Price and the securities issuable upon exercise of the Company shall be closedthis Warrant are subject to adjustment as hereinafter provided.

Purchase Price; Number of Shares. The registered holder of this Warrant (the "“Holder"”), commencing on the date hereof but subject to the terms of this Warrant, is entitled upon surrender of this Warrant with the subscription form annexed hereto as Attachment A duly executed, at the principal office of the Company, to purchase from the Company up to 2,100,000 Company, at a price per share of $8.65 (the “Purchase Price”), 60,115 fully paid and nonassessable shares (of the "Shares") of Company’s Common Stock, $0.01 0.001 per share par value per share, of the Company (the "“Common Stock") at a price per share (the "Purchase Price") of $0.01 at any ”). Until such time or from time to time up to and including 5:00 p.m. (New York Time) on December 31, 2004, provided, however, that the Holder shall have no right to exercise as this Warrant unless at the time of exercise the Average Closing Price (as defined below) of the Common Stock exceeds $3.75 (as adjusted for stock splits, stock dividends is exercised in full or other adjustments to Common Stock). Upon receipt of written notice from the Company that the Average Closing Price condition specified above has been satisfiedexpires, the Holder shall have thirty (30) days, Purchase Price and only thirty (30) days, to the securities issuable upon exercise this Warrant; provided, however, that in no event shall of this Warrant be exercisable after the Expiration Dateare subject to adjustment as hereinafter provided. The person or persons in whose name or names any certificate representing shares of Common Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercisedexercised with respect to such shares, whether or not the transfer books of the Company shall be closed. Until such time as this Warrant is exercised in full or expires, the Purchase Price and the securities issuable upon exercise of this Warrant are subject to adjustment as hereinafter provided. The person or persons in whose name or names any certificate representing shares of Common Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercised with respect to such shares, whether or not the transfer books of the Company shall be closed.

Purchase Price; Number of Shares. The registered holder of this Warrant (the "Holder"), commencing on the date hereof but subject to the terms of this Warranthereof, is entitled upon surrender of this Warrant with the subscription form annexed hereto as Attachment A duly executed, at the principal office of the Company, to purchase from the Company up to 2,100,000 fully paid and nonassessable shares the following securities (collectively, the "Shares") of Common Stock, $0.01 par value per share, of the Company (the "Common Stock") at a price per share (the "Next Round Purchase Price") equal to the price per share of the Company's next round of preferred stock raising at least $0.01 at any time or from time 2,500,000 upon substantially the terms set forth in Exhibit C (the "Next Round"), that number of fully paid and nonassessable shares of preferred stock offered in the Next Round (the "Next Round Preferred Stock") equal to time up to and including 5:00 p.m. (New York Time) on December 31, 2004, provided, $14,000 divided by the Next Round Purchase Price; provided however, that if (a) the Holder shall have no right to exercise this Warrant unless at the time of exercise the Average Closing Price Next Round does not close on or before May 31, 1997, or (as b) there is a Reorganization (defined below) on or before May 31, 1997, then Holder shall be entitled to purchase, at a price per share equal to $0.58 (the "Series A Purchase Price"), 24,137 fully paid and nonassessable shares of Series A Preferred Stock, no par value, of the Common Stock exceeds $3.75 Company (as adjusted for stock splits, stock dividends or other adjustments to Common the "Series A Preferred Stock"). Upon receipt of written notice from (The Next Round Purchase Price and the Company that Series A Purchase Price are sometimes referred to herein collectively, as the Average Closing Price condition specified above has been satisfied"Purchase Price" and the Next Round Preferred Stock and the Series A Preferred Stock are sometimes referred to herein collectively, as the "Preferred Stock"). Until such time as this Warrant is exercised in full or expires, the Holder shall have thirty (30) days, Purchase Price and only thirty (30) days, to the securities issuable upon exercise this Warrant; provided, however, that in no event shall of this Warrant be exercisable after the Expiration Dateare subject to adjustment as hereinafter provided. The person or persons in on whose name or names any certificate representing shares of Common Preferred Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercisedexercised with respect to such shares, whether or not the transfer books of the Company shall be closed.