Common use of WITNESS Clause in Contracts

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise State of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number } County of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $________} On ___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2before me, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is Notary Public, personally appeared _________________________________________, who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of ________ that the foregoing paragraph is true and correct. Witness my hand and official seal. Notary signature Exhibit N-4 EXHIBIT O FORM OF ERISA REPRESENTATION LETTER [Date] Wxxxx Fargo Bank, National Association, as Certificate Registrar Mxxxxxxxx Xxxxxx xxx Xxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attention: (CMBS) - CSMC Trust 2015-GLPB Wxxxx Fargo Bank, National Association, as Certificate Administrator 9000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, XX 00000 Attention: Corporate Trust (CMBS) – CSMC Trust 2015-GLPB [Transferor] [______] [______] Attention: [______] Re: CSMC Trust 2015-GLPB, Commercial Mortgage Pass-Through Certificates, Series 2015-GLPB Ladies and Gentlemen: The undersigned (the “Purchaser”) proposes to purchase [[_____]% Percentage Interest][[$_______________ ] Initial Notional Amount] of CSMC Trust 2015-GLPB, Commercial Mortgage Pass-Through Certificates, Series 2015-GLPB, [Class R][Class X-B] Certificates (the “Certificate”) issued pursuant to that certain Trust and Servicing Agreement, dated as of December 22, 2015 (the “Trust Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, KeyBank National Association, as Servicer, AEGON USA Realty Advisors, LLC, as Special Servicer, Wxxxx Fargo Bank, National Association, as Certificate Administrator and Wxxxx Fargo Bank, National Association, as Trustee. The Capitalized terms used and not otherwise defined herein have the respective meanings ascribed to such terms in the Trust Agreement. In connection with such transfer, the undersigned hereby represents and warrants that all offers to you that, with respect to the Certificate, the Purchaser is not and sales by will not become an employee benefit plan or other plan subject to the undersigned fiduciary responsibility provisions of the securities issuable upon exercise Employee Retirement Income Security Act of 1974, as amended (“ERISA”) or Section 4975 of the within Warrant shall be made pursuant to registration Internal Revenue Code of the Common Stock under the Securities Act of 19331986, as amended (the "Securities Act"“Code”), or pursuant a governmental plan (as defined in Section 3(32) of ERISA) that is subject to an exemption from registration under any federal, state or local law that is, to a material extent, similar to the Securities Act. Dated:___________________ ----------------------------------------- foregoing provisions of ERISA or the Code (Signature must conform to name “Similar Law”) (each, a “Plan”), or any person acting on behalf of holder as specified on any such Plan or using the face assets of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant a Plan to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)Certificate.

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (The assignee named above hereby agrees to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in purchase and take the attached Warrant (No.____), hereby irrevocably elects Certificate pursuant to purchase (check applicable box): ___ ________ shares and in accordance with the terms and conditions of the Common Stock covered by such Warrant; or ___ the maximum number Warrant Agreement, dated as of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $______________, 1999, between [ ] and the initial Holder named therein and agrees to be bound thereby. Such payment takes Dated: ------------------------------- Name: -------------------------------- Signature: --------------------------- EXH. B-1 to Warrant Certificate 38 EXHIBIT B TO Warrant Agreement [FORM OF CASHLESS CONVERSION NOTICE] (To be executed upon a cashless exercise of a Warrant.) The undersigned hereby irrevocably elects to exercise the form of (check applicable box or boxes): Cashless Conversion, represented by this Warrant Certificate, to purchase ____ $shares of Common Stock and herewith tenders in payment for such shares this Warrant Certificate, all in accordance with the terms hereof. The undersigned requests that a certificate for such shares be registered in the name of _______________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _______________________________________________ whose address is ______________ ________________________________________________ and that such certificate (or any payment in lieu thereof) be delivered to ______________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ----------------------- -------------------------------------- (Signature must conform in all respects to name of holder as specified on the face of the Warrant.) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and And if said number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which shall not be all the shares exchangeable or purchasable under the within Warrant, a new Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney like tenor is to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution be issued in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face undersigned for the balance remaining of the Warrantshares purchasable thereunder. EXH. B-1 39 SCHEDULE A Shares of Stock Options Common Outstanding Stock ----------------------------------------- Warrants Outstanding Vested Unvested Total Outstanding ----------- ------- --------- --------- ----------- As of July 19, 1999 14,309,071 267,104 1,307,383 1,574,487 1,000,000 Issued 7/20/99 119,550 Forfeited 7/30/99 (10,500) Signed in the presence of: --------------------------------- ----------------------------------------- (Name10,500) ----------------------------------------- Forfeited 8/16/99 (Address263,888) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address263,888) ----------------------------------------- (Name)Issued 8/17/99 89,165 105,000 105,000 ---------- ------- --------- --------- --------- As of August 18, 1999* 14,517,786 267,104 1,137,995 1,405,099 1,000,000 ---------- ------- --------- --------- ---------

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise the facsimile signature of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPthe proper officers of the Company and its corporate seal. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ Dated as of ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2, 2001. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $ATTEST: ARAMARK WORLDWIDE CORPORATION By ___________. Such payment takes the form of (check applicable box or boxes): _______ $By __________________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to Countersigned: MELLON INVESTOR SERVICES LLC ____________________________, as Rights Agent By _________________________ whose address is Authorized Signature 5 Form of Reverse Side of Right Certificate FORM OF ASSIGNMENT ------------------ (To be executed by the registered holder if such holder desires to transfer the Right Certificate) FOR VALUE RECEIVED _________________________ hereby sells, assigns and transfer unto ___________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:_______________________ ----------------------------------------- (Signature must conform to Please print name and address of holder as specified on the face of the Warranttransferee) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received____________________________________________________________ Rights represented by this Right Certificate, the undersigned hereby sellstogether with all right, assignstitle and interest therein, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage does hereby irrevocably constitute and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectivelyappoint ___________________ Attorney, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right said Rights on the books of BRAVO! FOODS INTERNATIONAL CORP. the within-named Company, with full power of substitution in the premisessubstitution. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___ ______________________________ ----------------------------------------- (Signature Signature Guaranteed: Signatures must conform to name be guaranteed by a member firm of holder as specified on the face a registered national securities exchange, a member of the Warrant) Signed National Association of Securities Dealers, Inc., or a commercial bank or trust company having an office or correspondent in the presence of: --------------------------------- ----------------------------------------- United States. ------------------------------------------------------------ (NameTo be completed) ----------------------------------------- The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by, were not acquired by the undersigned from, and are not being assigned to, an Acquiring Person or an Affiliate or Associate thereof (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- as defined in the Rights Agreement). ________________________ Signature Form of Reverse Side of Right Certificate - continued FORM OF ELECTION TO PURCHASE ---------------------------- (Address) ----------------------------------------- (NameTo be executed if holder desires to exercise Rights represented by the Rights Certificate)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise the facsimile signature of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPthe proper officers of the Corporation and its corporate seal. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ Dated as of ________ shares of the Common Stock covered by such Warrant; or _, ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $_____________. Such payment takes the form of (check applicable box or boxes): [SEAL] VION PHARMACEUTICALS, INC. ATTEST: ___ $_________________ in lawful money of the United States; and/or By___ the cancellation of such portion of the attached Warrant as is exercisable for a total of __________________ shares of Common Stock (using a Fair Market Value of $Name: Name: Title: Title: Countersigned: AMERICAN STOCK TRANSFER & TRUST COMPANY By_______________________ per share for purposes Authorized Signatory Name: Title: ---------------- [Form of this calculation); and/or Reverse Side of Right Certificate] FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Right Certificate.) FOR VALUE RECEIVED ___________________________ the cancellation of such number of shares of Common Stock as is necessaryhereby sells, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, assigns and delivered to transfers unto __________________________________________________________ whose (Please print name and address is of transferee) ______________________________________________________________________________ _________________________this Right Certificate, together with all right title and interest therein, and does hereby irrevocably constitute and appoint _____________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of Attorney, to transfer the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right Right Certificate on the books of BRAVO! FOODS INTERNATIONAL CORP. the within-named Corporation, with full power of substitution in the premisessubstitution. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- ------------------------- Signature Signature Guaranteed: Signatures must be guaranteed by an eligible guarantor institution (Signature must conform a bank, stockbroker, savings and loan association or credit union with membership in an approved signature guarantee medallion program) pursuant to name of holder as specified on the face Rule 17Ad-15 of the WarrantSecurities Exchange Act or 1934. The undersigned hereby certifies that (1) Signed the Rights evidenced by this Right Certificate are not being sold, assigned or transferred by or on behalf of a Person who is or was an Acquiring Person or an Affiliate or Associate thereof (as such terms are defined in the presence of: --------------------------------- ----------------------------------------- Right Agreement) and (Name2) ----------------------------------------- after due inquiry and to the best knowledge of the undersigned, the undersigned did not acquire the Rights evidenced by this Right Certificate from any Person who is or was an Acquiring Person or an Affiliate or Associate thereof (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- as such terms are defined in the Rights Agreement). ------------------------- Signature -------------------------------------------------------------------------------- FORM OF ELECTION TO PURCHASE (Address) ----------------------------------------- (NameTo be executed by the registered holder if such holder desires to exercise Rights represented by the Right Certificate.)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares facsimile seal of the Common Stock covered by such Warrant; or ___ Corporation and the maximum number facsimile signatures of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2its duly authorized officers. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to By:_______________________________ By:_______________________________ Chief Executive Officer President CONTINENTAL STOCK TRANSFER & TRUST COMPANY By:________________________________ whose address is Name: Title: The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM – as tenants in common TEN ENT – as tenants by the entireties JT TEN – as joint tenants with right of survivorship and not as tenants in common UNIF GIFT MIN ACT – ______________________ as Custodian for _______________________ (Cust) (Minor) under Uniform Gifts to Minors Act of ________________________ (State) Additional abbreviations may also be used though not in the above list. EXERCISE FORM To Be Executed by the Holder in Order to Exercise Warrants The undersigned holder, _______________, hereby irrevocably elects to exercise ______________________ (_________) Warrants evidenced by this Warrant Certificate, and to purchase the shares of Common Stock issuable upon the exercise of such Warrants, and requests that certificates for such shares be issued in the name of and be delivered to _________________________________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:____________________________________ ----------------------------------------- (Signature PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, AND INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE) ______________________ (_________) and, if such number of Warrants shall not be all the Warrants evidenced by this Warrant Certificate, requests that a new Warrant Certificate of like tenor for the balance of such Warrants be registered in the name of, and delivered to, the holder at the address stated below. __________________________________ (Signature) NOTICE: The signature to this form must conform to correspond with the name of holder as specified on written upon the face of the Warrantcertificate in every particular, without alteration or enlargement or any change whatever. __________________________________ (Dated) ----------------------------------------- ----------------------------------------- __________________________________ (AddressSignature Guaranteed) EXHIBIT B THE SIGNATURE SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM, PURSUANT TO SEC RULE 17Ad-15). ASSIGNMENT FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) Be Executed by the Holder in Order to Transfer Warrants For value received, the undersigned hereby sellsholder, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: _________________________________, hereby sells, assigns and transfers unto _________________________________________________________________________ ----------------------------------------- _________________________________________________________________________ (Signature must conform PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, AND INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE) ______________________ (_________) Warrants represented by the within Warrant Certificate, and does hereby irrevocably constitute and appoint ______________________________________ Attorney to name of holder as specified transfer the said Warrants on the face books of the Warrant) Signed within-named Corporation and Warrant Agent with full power of substitution in the presence of: --------------------------------- ----------------------------------------- premises. __________________________________ (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (NameSignature)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPGOLDSPRING, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . ------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : --------------------- -------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- -------------------------------------------- -------------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPGOLDSPRING, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPGOLDSPRING, INC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Transferees Percentage Transferred Number Transferred ------------------------- -------------------------- -------------------------- ------------------------- -------------------------- -------------------------- ------------------------- -------------------------- -------------------------- ------------------------- -------------------------- -------------------------- Dated: ______________, ___________ ----------------------------------------- -------------- ------- -------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- -------------------------------------------- ---------------------------- -------------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- -------------------------------------------- ---------------------------- -------------------------------------------- (Name) (Address) ----------------------------------------- (Name)

WITNESS. EXHIBIT Xxxxxxxx Xxxx ------------- Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL WIZZARD SOFTWARE CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is ______________________________________________________________________________ ____________________________________________________________________________ . Number of Shares of Common Stock Beneficially Owned on the date of exercise: less than 5% of the outstanding Common Stock of Wizzard Software Corp.. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL WIZZARD SOFTWARE CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL WIZZARD SOFTWARE CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Transferees Percentage Transferred Number Transferred Dated: ______________, ___________ ----------------------------------------- Signed in the presence of: (Name) ACCEPTED AND AGREED: [TRANSFEREE] (Name) (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Nameaddress)

WITNESS. EXHIBIT A the facsimile signatures of the proper officers of the Company and its corporate seal. Dated as of , . ------------------- ---- PARKXX XXXLLING COMPANY By: ------------------------ Jamex X. Xxxxx Senior Vice President Authentication: This is one of the Right Certificates referred to in the within-mentioned Rights Agreement. Norwest Bank Minnesota, N.A., as Rights Agent By: ---------------------------------------- Authorized Signature 44 [Form of Reverse Side of Right Certificate] FORM OF SUBSCRIPTION ASSIGNMENT (To be executed by the registered holder if such holder desires to be signed only on exercise of Warranttransfer the Right Certificate) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersignedFOR VALUE RECEIVED, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is hereby sells, assigns and transfers unto ___________________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:_________________________________________ ----------------------------------------- (Signature must conform to Please print name and address of holder as specified on the face of the Warranttransferee) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value receivedthis Right Certificate, the undersigned hereby sellstogether with all right, assignstitle and interest therein, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage does hereby irrevocably constitute and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: appoint ____________________Attorney, to transfer the within Right Certificate on the books of the within-named Company, with full power of substitution. Dated as of , . ------------------- ---- ----------------------- Signature Signature Guaranteed: Signatures must be guaranteed by an eligible guarantor institution (a bank, stockbroker, savings and loan association or credit union with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad- 15 of the Securities Exchange Act of 1934. ------------------------------------------------------------------------------ [To be executed if statement is correct] The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). ----------------------- Signature ------------------------------------------------------------------------------ 45 [Form of Reverse Side of Right Certificate -- continued] FORM OF ELECTION TO PURCHASE (To be executed if holder desires to exercise the Right Certificate) TO PARKXX XXXLLING COMPANY The undersigned hereby irrevocably elects to exercise _____________ ----------------------------------------- Rights represented by this Right Certificate to purchase the Preferred Shares (or other securities) issuable upon the exercise of such Rights and requests that certificates for such Preferred Shares (or other securities) be issued in the name of: Please insert social security or other identifying number: ---------------------------- ------------------------------------------------------------------------------- (Please print name and address) ------------------------------------------------------------------------------- If such number of Rights shall not be all the Rights evidenced by this Right Certificate, a new Right Certificate for the balance remaining of such Rights shall be registered in the name of and delivered to: Please insert social security or other identifying number: ---------------------------- ------------------------------------------------------------------------------- (Please print name and address) Dated as of , . ------------------- ---- ----------------------- Signature [Form of Reverse Side of Right Certificate -- continued] Signature Guaranteed: Signatures must be guaranteed by an eligible guarantor institution (a bank, stockbroker, savings and loan association or credit union with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad- 15 of the Securities Exchange Act of 1934. - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - [To be executed if statement is correct] The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). ----------------------- Signature - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - NOTICE The signature in the foregoing Form of Assignment or Form of Election to Purchase must conform to the name of holder as specified on written upon the face of this Right Certificate in every particular, without alteration or enlargement or any change whatsoever. In the Warrant) Signed event the certification set forth above in the presence of: --------------------------------- ----------------------------------------- Form of Assignment or the Form of Election to Purchase, as the case may be, is not completed, the Company and the Rights Agent will deem the beneficial owner of the Rights evidenced by this Right Certificate to be an Acquiring Person or an Affiliate or Associate thereof (Nameas defined in the Rights Agreement) ----------------------------------------- and such Assignment or Election to Purchase will not be honored. EXHIBIT 4 SUMMARY OF RIGHTS TO PURCHASE PREFERRED SHARES On June 25, 1998, the Board of Directors of Parkxx Xxxlling Company (Addressthe "Company") ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- adopted a stockholder rights plan. Set forth below is a summary of such action. STOCKHOLDER RIGHTS PLAN On June 25, 1998, the Board of Directors of Parkxx Xxxlling Company (Addressthe "Company"), authorized the issuance of one preferred share purchase right (a "Right") ----------------------------------------- with respect to each outstanding share of common stock, $0.16 2/3 par value per share (Namethe "Common Shares"), of the Company. The rights were issued on July 15, 1998 to the holders of record of Common Shares on that date. Each Right entitles the registered holder to purchase from the Company one one- thousandth of a share of Junior Participating Preferred Stock, $1.00 par value per share (the "Preferred Shares"), of the Company at a price of $30.00 per one one-thousandth of a Preferred Share (the "Purchase Price"), subject to adjustment. The description and terms of the Rights are set forth in a Rights Agreement (the "Rights Agreement") dated as of July 14, 1998 between the Company and Norwest Bank Minnesota, N.A., as Rights Agent (the "Rights Agent").

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The Tirex Corporation The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- _______________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- _______________________________________ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. The Tirex Corporation to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. The Tirex Corporation with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ================================================================================ Transferees Percentage Number Transferred Transferred -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- ================================================================================ Dated:__________________,____ _______________________________________ (Signature must conform to name of holder as specified on the face of the warrant) Signed in the presence of: ______________, _______________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- _______________________________________ (Name) ----------------------------------------- (Addressaddress) _______________________________________ ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- _____________________________ (Name)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPXRG, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- ----------------------------------------------------- ----------------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ----------------------------------------------------- ----------------------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPXRG, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPXRG, INC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED Transferees Percentage Transferred Number Transferred ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- -------------------------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ----------------------- -------------------------------------------------- -------------------------------------------------- (Name) ----------------------------------------- (Addressaddress) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- -------------------------------------------------- -------------------------------------------------- (Name) (address) ---------------------- (Name) THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO XRG, INC. THAT SUCH REGISTRATION IS NOT REQUIRED. Right to Purchase 4,800,000 shares of Common Stock of XRG, Inc. (subject to adjustment as provided herein) COMMON STOCK PURCHASE WARRANT No. 2011 Issue Date: June 15, 2004 XRG, INC., a corporation organized under the laws of the State of Delaware (the "Company"), hereby certifies that, for value received, JG Capital, Inc., or its assigns (the "Holder"), is entitled, subject to the terms set forth below, to purchase from the Company at any time after the Issue Date until 5:00 p.m., E.S.T on the fifth anniversary of the Issue Date (the "Expiration Date"), up to June 15, 2009 fully paid and nonassessable shares of the common stock of the Company (the "Common Stock"), $.001 par value per share at an exercise price of $0.01. The aforedescribed purchase price per share, as adjusted from time to time as herein provided, is referred to herein as the "Purchase Price." The number and character of such shares of Common Stock and the Purchase Price are subject to adjustment as provided herein. The Company may reduce the Purchase Price without the consent of the Holder. As used herein the following terms, unless the context otherwise requires, have the following respective meanings:

WITNESS. s/ XXXXXX X. XXXXXXXXX Xxxxxx X. Xxxxxxxxx, Chief Financial Officer EXHIBIT A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. JMAR Technologies, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- _____________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- _____________________________________________ (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. JMAR Technologies, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. JMAR Technologies, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED Percentage Number Transferees Transferred Transferrred ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: :______________, _____ ____________________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- _________________________________ ____________________________________________ (Name) ----------------------------------------- (Addressaddress) ACCEPTED AND AGREED: ____________________________________________ [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Addressaddress) ----------------------------------------- _____________________________ (Name)

WITNESS. By: /s/Thomas P. Sweeney III ------------------------------ Name: Thomas P. Sweeney III ------------------------------ Title: Chief Executive Officer ------------------------------------- ------------------------------ EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPINCENTRA SOLUTIONS, INC. The undersigned1140 Pearl Street Boulder, CO 80302 Attention: Chxxx Xxxxxxxxx Xxxxxxx Xxx xxxxxxxgned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): _________ ________ shares of the Common Stock covered by such Warrant; or _________ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________1.40. Such payment takes the form of (check applicable box or boxes): _________ $__________ in lawful money of the United States; and/or _________ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or _________ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants Warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:: ________________________ ----------------------------------------- ____________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) : ___________________________________ ___________________________________ EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPINCENTRA SOLUTIONS, INC. to into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPINCENTRA SOLUTIONS, INC. with full power of substitution in the premises. ---------------------------------------- Percentage Number Transferees Address Transferred Transferred ----------- ------- ----------- ----------- -------------------------------------- ----------------------------------- ----------------- ---------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- ----------------------------------- ----------------- ---------------- -------------------------------------- ----------------------------------- ----------------- ---------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ----------------------------------- ----------------- ---------------- Dated: ______________, ____________ ----------------------------------------- ____________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence ofAddress: --------------------------------- ----------------------------------------- ___________________________________ ___________________________________ SIGNED IN THE PRESENCE OF: ____________________________________________ (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ___________________________________ (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. iLive, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- _________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- __________________________________________ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. iLive, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. iLive, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- ============================ ========================= ========================= TRANSFEREES PERCENTAGE Percentage Number TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------- ------------------------- ------------------------- ---------------------------- ------------------------- ------------------------- ---------------------------- ------------------------- ------------------------- ============================ ========================= ========================= Dated: ________________, _____ _________________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ---------------------------------------- (Name) ----------------------------------------- (Addressaddress) ---------------------------------------- ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPSWISS MEDICA, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to ______________________________________________________ whose address is is________________________________________________________________ ______________________________________ __________________________________________. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ : ------------------ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPSWISS MEDICA, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPSWISS MEDICA, INC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------------ ------------------------------- ----------------------- Transferees Percentage Transferred Number Transferred ------------------------ ------------------------------- ----------------------- ------------------------ ------------------------------- ----------------------- ------------------------ ------------------------------- ----------------------- ------------------------ ------------------------------- ----------------------- Dated: ______________----------------, ___________ ------- ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- -------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Addressaddress) ACCEPTED AND AGREED: ----------------------------------------- [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Addressaddress) ----------------------------------------- -------------------------------- (Name)

WITNESS. XRG, INC., a Delaware corporation By: /s/ Jay E. Ostrow -------------------------------- ---------------------------------------- Title: Principal Accounting Officer Dated: February 17, 2006 EXHIBIT A "A" FORM OF SUBSCRIPTION -------------------- (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPXRG, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.. ____), hereby irrevocably elects to purchase (check applicable box): ___ _|_| _______ shares of the Common Stock covered by such Warrant; or ___ |_| the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $____________. Such payment takes the form of (check applicable box or boxes): |_| $___ $__________ in lawful money of the United States; and/or ___ |_| the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ |_| the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : -------------------------------- ------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ------------------------------------------- (Address) ------------------------------------------- EXHIBIT "B FORM OF TRANSFEROR ENDORSEMENT ------------------------------ (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPXRG, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. XRG, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- |-------------------------|--------------------------|------------------------| | TRANSFEREES | PERCENTAGE TRANSFERRED | NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- | |-------------------------|--------------------------|------------------------| | | | | |-------------------------|--------------------------|------------------------| | | | | |-------------------------|--------------------------|------------------------| | | | | |-------------------------|--------------------------|------------------------| Dated: ______________, ________20___ ----------------------------------------- ------------------------------------------ (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------ ------------------------------------------ (Name) ----------------------------------------- ------------------------------------------ (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- ------------------------------------------ ------------------------------------------ (Address) ----------------------------------------- ------------------------------ (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares facsimile signatures of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment proper officers of the full purchase price for such shares at the price per share provided for in such Warrant, which is $Company and its corporate seal. Dated as of ___________. Such payment takes the form of (check applicable box or boxes): ____ $, 19___. ATTEST: ANALYSTS INTERNATIONAL CORPORATION By _________________________ in lawful money of the United States; and/or By___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______________________ shares of Common Stock (using a Fair Market Value of $Xxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxx Assistant Secretary Secretary and General Counsel Countersigned: NORWEST BANK MINNESOTA, N.A. By_________________________ per share for purposes Authorized Signature Form of this calculation); and/or Reverse Side of Right Certificate FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Right Certificate.) FOR VALUE RECEIVED___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to ___________________________________________________________ whose address is __________hereby sells, assigns and transfers unto_______________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:__________________________________________ ----------------------------------------- (Signature must conform to Please print name and address of holder as specified on the face of the Warranttransferee) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received_______________________________________________________________________________ this Right Certificate, the undersigned hereby sellstogether with all right, assignstitle and interest therein, and transfers unto the person(s) named below under the heading "Transferees" the right represented by does hereby irrevocably constitute and appoint ____________________ Attorney, to transfer the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right Right Certificate on the books of BRAVO! FOODS INTERNATIONAL CORP. the within-named Company, with full power of substitution in the premisessubstitution. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ____________________, 19___ ----------------------- Signature Signature Guaranteed: Signatures must be guaranteed by a member firm of a registered national securities exchange, a member of the National Association of Securities Dealers, Inc. or a commercial bank or trust company having an office or correspondent in the United States. -------------------------------------------------------------------------------- The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the Restated Rights Agreement). ----------------------- Signature -------------------------------------------------------------------------------- Form of Reverse Side of Right Certificate -- continued FORM OF ELECTION TO PURCHASE (To be executed by the registered holder if such holder desires to exercise the Right Certificate.) To: ANALYSTS INTERNATIONAL CORPORATION The undersigned hereby irrevocably elects to exercise _________________________ ----------------------------------------- Rights represented by this Right Certificate to purchase the Common Shares issuable upon the exercise of such Rights and requests that certificates for such Common Shares be issued in the name of: Please insert social security or other identifying number_______________________ ________________________________________________________________________________ (Signature must conform to Please print name and address) ________________________________________________________________________________ If such number of Rights shall not be all the Rights evidenced by this Right Certificate, a new Right Certificate for the balance remaining of such Rights shall be registered in the name of holder and delivered to: Please insert social security or other identifying number_______________________ ________________________________________________________________________________ (Please print name and address) Dated: ___________________, 19___ ----------------------- Signature Signature Guaranteed: Signatures must be guaranteed by a member firm of a registered national securities exchange, a member of the National Association of Securities Dealers, Inc. or a commercial bank or trust company having an office or correspondent in the United States. -------------------------------------------------------------------------------- The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as specified on defined in the Restated Rights Agreement). ----------------------- Signature -------------------------------------------------------------------------------- Form of Reverse Side of Right Certificate -- continued NOTICE The signatures in the foregoing Forms of Assignment and Election must correspond to the name as written upon the face of this Right Certificate in every particular, without alteration or enlargement or any change whatsoever. In the Warrant) Signed event the certification set forth above in the presence Forms of Assignment and Election is not completed, the Company will deem the beneficial owner of the Rights evidenced by this Right Certificate to be an Acquiring Person or an Affiliate or Associate thereof (as defined in the Restated Rights Agreement) and, in the case of an Assignment, will affix a legend to that effect on any Right Certificates issued in exchange for this Right Certificate. EXHIBIT B SUMMARY OF RIGHTS TO PURCHASE COMMON SHARES On June 15, 1989, the Board of Directors of ANALYSTS INTERNATIONAL CORPORATION (the "Company") declared a dividend of one common share purchase right (a "Right") for each outstanding share of the Common Shares, $0.10 par value (the "Common Shares"), of the Company. The dividend is payable on June 30, 1989 to the shareholders of record on that date. Each Right entitles the registered holder to purchase from the Company one Common Share of the Company, at a price of $160 per Common Share (the "Purchase Price"), subject to adjustment. The description and terms of the Rights are set forth in a Restated Rights Agreement, dated as of June 16, 1989 and amended and restated as of April 16, 1998 (the "Restated Rights Agreement"), between the Company and NORWEST BANK MINNESOTA, N.A., as Rights Agent (the "Rights Agent"). Until the earlier to occur of (i) 10 days following a public announcement that a person or group of affiliated or associated persons (an "Acquiring Person") acquired, or obtained the right to acquire, beneficial ownership of 15% or more of the outstanding Common Shares or (ii) 10 days following the commencement of: --------------------------------- ----------------------------------------- , or announcement of an intention to make, a tender offer or exchange offer the consummation of which would result in the beneficial ownership by a person or group of 15% or more of such outstanding Common Shares (Namethe earlier of such dates being called the "Distribution Date"), the Rights will be evidenced, with respect to any of the Common Share certificates outstanding as of June 30, 1989, by such Common Share certificate with a copy of this Summary of Rights attached thereto. The Restated Rights Agreement provides that, until the Distribution Date, the Rights will be transferred with and only with the Common Shares. Until the Distribution Date (or earlier redemption or expiration of the Rights), new Common Share certificates issued after June 30, 1989 upon transfer or new issuance of the Common Shares will contain a notation incorporating the Rights Agreement by reference. Until the Distribution Date (or earlier redemption or expiration of the Rights), the surrender for transfer of any certificates for Common Shares, outstanding as of June 30, 1989, even without such notation or a copy of this Summary of Rights being attached thereto, will also constitute the transfer of the Rights associated with the Common Shares represented by such certificate. As soon as practicable following the Distribution Date, separate certificates evidencing the Rights ("Right Certificates") ----------------------------------------- will be mailed to holders of record of the Common Shares as of the close of business on the Distribution Date and such separate Right Certificates alone will evidence the Rights. The Rights are not exercisable until the Distribution Date. The Rights will expire on April 16, 2008 (Addressthe "Final Expiration Date"), unless the Final Expiration Date is extended or unless the Rights are earlier redeemed by the Company, in each case as described below. The Purchase Price payable, and the number of Common Shares or other securities or property issuable, upon exercise of the Rights are subject to adjustment from time to time to prevent dilution (i) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- in the event of a stock dividend on, or a subdivision, combination or reclassification of the Common Shares, (Addressii) ----------------------------------------- upon the grant to holders of the Common Shares of certain rights or warrants to subscribe for or purchase Common Shares at a price, or securities convertible into Common Shares with a conversion price, less than the then current market price of the Common Shares or (Nameiii) upon the distribution to holders of the Common Shares of evidences of indebtedness or assets (excluding regular periodic cash dividends paid out of earnings or retained earnings or dividends payable in Common Shares) or of subscription rights or warrants (other than those referred to above). The number of outstanding Rights and the number of Common Shares issuable upon exercise of each Right are also subject to adjustment in the event of a stock split of the Common Shares or a stock dividend on the Common Shares payable in Common Shares or subdivisions, combinations or consolidations of the Common Shares, occurring, in any such case, prior to the Distribution Date. Common Shares purchasable upon exercise of the Rights will be identical to other Common Shares of the Company. In the event that the Company is acquired in a merger or other business combination transaction or 50% or more of its consolidated assets or earning power is sold, proper provision will be made so that each holder of a Right will thereafter have the right to receive, upon the exercise thereof at the then current exercise price of the Right, that number of shares of common stock of the acquiring company which at the time of such transaction will have a market value of two times the exercise price of the Right. Subject to redemption or exchange, in the event that any person becomes an Acquiring Person, proper provision will be made so that each holder of a Right, other than Rights that are beneficially owned by the Acquiring Person (which will thereafter be void), will thereafter have the right to receive upon exercise that number of Common Shares having a market value of two times the then current exercise price of the Right. At any time after the acquisition by a person or group of affiliated or associated persons of beneficial ownership of 15% or more of the outstanding Common Shares and prior to the acquisition by such person or group of 50% or more of the outstanding Common Shares, the Board of Directors of the Company may exchange the Rights (other than Rights owned by such person or group which have become void), in whole or in part, at an exchange ratio of one Common Share (or of a share of a class or series of the Company's preferred stock having equivalent rights, preferences and privileges, or cash), per Right (subject to adjustment). With certain exceptions, no adjustment in the Purchase Price will be required until cumulative adjustments require an adjustment of at least 1% in such Purchase Price. No fractional Common Shares will be issued and, in lieu thereof, an adjustment in cash will be made based on the market price of the Common Shares on the last trading date prior to the date of exercise. At any time until 10 days after public announcement that a person or group of affiliated or associated persons has acquired beneficial ownership of 15% or more of the outstanding Common Shares, the Board of Directors of the Company may redeem the Rights in whole, but not in part, at a price of $.001 per Right (the "Redemption Price"). The redemption of the Rights may be made effective at such time, on such basis and with such conditions as the Board of Directors in its sole discretion may establish. The terms of the Rights may be amended by the Board of Directors of the Company without the consent of the holders of the Rights, including an amendment to lower the threshold for exercisability of the Rights from 15% to not less than the greater of (i) any percentage greater than the largest percentage of the outstanding Common Shares then known to the Company to be beneficially owned by any person or group of affiliated or associated persons and (ii) 10%; except that from and after the date there is an Acquiring Person, no such amendment may adversely affect the interests of the holders of the Rights. Until a Right is exercised, the holder thereof, as such, will have no rights as a shareholder of the Company, including, without limitation, the right to vote or to receive dividends. The Rights have certain anti-takeover effects. The Rights will cause substantial dilution to a person or group that attempts to acquire the Company on terms not approved by the Company's Board of Directors, except pursuant to an offer conditioned on a substantial number of Rights being acquired. The Rights should not interfere with any merger or other business combination approved by the Board of Directors since the Rights may be redeemed by the Company at the Redemption Price prior to or on 10 days after the time that a person or group has acquired beneficial ownership of 15% or more of the Common Shares. The Restated Rights Agreement, specifying the terms of the Rights and including the form of Right Certificate, and the form of press release announcing the declaration of the Rights dividend are attached hereto as exhibits. This summary description of the Rights does not purport to be complete and is qualified in its entirety by reference to the Restated Rights Agreement, which is hereby incorporated herein by reference.

WITNESS. By: /s/Thomas P. Xxxxxxx XXX ---------------------------------- Name: Thomas P. Xxxxxxx XXX ---------------------------------- /s/Matthew Rixxxxx Title: Chief Executive Officer ---------------------------------- ---------------------------------- Matthew Rixxxxx EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPINCENTRA SOLUTIONS INC. 1140 Pearl Xxxxxx Xxxxxxx, XX 00000 Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): _________ ________ shares of the Common Stock covered by such Warrant; or _________ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): _________ $__________ in lawful money of the United States; and/or _________ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or _________ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:: __________________________ ----------------------------------------- _________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) : ________________________________ ________________________________ EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPINCENTRA SOLUTIONS INC. to into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPINCENTRA SOLUTIONS INC. with full power of substitution in the premises. ---------------------------------------- Percentage Number Transferees Address Transferred Transferred ----------- ------- ----------- ----------- -------------------------------------- ----------------------------------- ----------------- ---------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- ----------------------------------- ----------------- ---------------- -------------------------------------- ----------------------------------- ----------------- ---------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ----------------------------------- ----------------- ---------------- Dated: ______________, ___________ ----------------------------------------- --------------------------------------- -------------------------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence ofAddress: --------------------------------- ----------------------------------------- ----------------------------------------------------- ----------------------------------------------------- SIGNED IN THE PRESENCE OF: -------------------------------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ------------------------------------------------------- (Name)

WITNESS. By: /s/ Jxxx X. Xxxxxxx /s/ Lxxxx X. Xxxx Name: Jxxx X. Xxxxxxx Title: President & CEO EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Magnetech Integrated Services Corp. 1000 X. Xxxxxx Xxxxxx Xxxxx Xxxx, Xxxxxxx 00000 Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____. LMF-1), hereby irrevocably elects to purchase (check applicable box): ________ ________ shares of the Common Stock covered by such Warrant; or ________ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ________ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is ___________________________________________________________________________. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of such securities under the Securities Act of 1933, as amended (the “Securities Act”) or pursuant to an exemption from registration under the Securities Act. The undersigned agrees that it shall not offer or sell any such securities in a transaction purported to be exempt from registration under the Securities Act unless such transaction is consummated in accordance with the requirements of the Securities Act. Dated: ___________________________ (Signature must conform to name of holder as specified on the face of the Warrant) Address: EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading “Transferees” the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of Magnetech Integrated Services Corp. into which the within Warrant relates specified under the headings “Percentage Transferred” and “Number Transferred,” respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of Magnetech Integrated Services Corp. with full power of substitution in the premises. Transferees Address Percentage Transferred Number Transferred Dated: __________________________ (Signature must conform to name of holder as specified on the face of the Warrant) Address: SIGNED IN THE PRESENCE OF: (Name) ACCEPTED AND AGREED: [TRANSFEREE] ________________________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)

WITNESS. EXHIBIT A the facsimile signatures of the proper officers of the Company and its corporate seal. Dated as of ATTEST: SUPERIOR SERVICES, INC. By: Secretary President Date of Authentication: This is one of the Right Certificates referred to in the within- mentioned Rights Agreement. LaSalle National Bank, as Rights Agent By: Authorized Signatory [Form of Reverse Side of Right Certificate] FORM OF SUBSCRIPTION ASSIGNMENT (To be executed by the registered holder if such holder desires to be signed only on exercise of Warranttransfer the Right Certificate) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersignedFOR VALUE RECEIVED, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $________________ in lawful money of the United States; and/or hereby sells, assigns and transfers unto ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _____________________________________ shares (Please print name and address of Common Stock (using a Fair Market Value of $transferee) _______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to ____________________________________________________________ whose address is this Right Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint _____________________ Attorney, to transfer the Right Certificate on the books of the within- named Company, with full power of substitution. Dated as of ________________________, ____. ___________________________________ Signature Signature Guarantee: Signatures must be guaranteed. __________________________________________________________________________ [To be executed if statement is correct] The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). ____________________________________ Signature [Form of Reverse Side of Right Certificate -- continued] FORM OF ELECTION TO PURCHASE (To be executed if holder desires to exercise the Right Certificate) TO SUPERIOR SERVICES, INC.: The undersigned hereby irrevocably elects to exercise _______________ Rights represented by this Right Certificate to purchase the Common Shares (or other securities) issuable upon the exercise of such Rights and requests that certificates for such Common Shares (or other securities) be issued in the name of: Please insert social security or other identifying number: _____________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:_____________________________________ ----------------------------------------- (Signature must conform to Please print name and address) __________________________________________________________________________ If such number of Rights shall not be all the Rights evidenced by this Right Certificate, a new Right Certificate for the balance remaining of such Rights shall be registered in the name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dateddelivered to: Please insert social security or other identifying number: ____________________________ __________________________________________________________________________ (Please print name and address) __________________________________________________________________________ Dated as of ____________, _______. ______________________________________ ----------------------------------------- Signature Signature Guaranteed: Signatures must be guaranteed. __________________________________________________________________________ [To be executed if statement is correct] The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (Signature must conform to name of holder as specified on the face of the Warrant) Signed defined in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (NameRights Agreement).

WITNESS. By: s/Gregory D. Frost -------------------- Name: Gregory D. Frost s/Kenneth N. Miller Txxxx: Xxxxx Xxxxutivx Xxxxxxx ------------------- EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. [Newco] Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): _________ ________ shares of the Common Stock covered by such Warrant; or ________ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): _________ $__________ in lawful money of the United States; and/or _________ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or _________ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated: ---------------------------- ----------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Address:________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) ________________________ EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to Able Energy, Inc. into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Able Energy, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Percentage Number Transferees Address Transferred Transferred ----------- ------- ----------- ----------- ----------------------- ------------------- ----------- ------------- ----------------------- ------------------- ----------- ------------- ----------------------- ------------------- ----------- ------------- ----------------------- ------------------- ----------- ------------- Dated: ______________, ___________ ----------------------------------------- (------------------- ------------------------------- Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence ofAddress:______________________ ______________________ ______________________ SIGNED IN THE PRESENCE OF: --------------------------------- ----------------------------------------- ---------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ---------------------------------- (Name)

WITNESS. EXHIBIT By: ___________________________________ Name: _________________________________ Title: ________________________________ Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. DynTek, Inc. Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ____ ________ shares of the Common Stock covered by such Warrant; or ____ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ____ $__________ in lawful money of the United States; and/or ____ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ____ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:: _________________________________ ----------------------------------------- ____________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT : ___________________________ ___________________________ Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to DynTek, Inc. into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. DynTek, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Percentage Number Transferees Address Transferred Transferred ----------- ------- ----------- ----------- _________________________ ______________________ ___________ ____________ _________________________ ______________________ ___________ ____________ _________________________ ______________________ ___________ ____________ _________________________ ______________________ ___________ ____________ Dated: ______________, ___________________ ----------------------------------------- ____________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence ofAddress: --------------------------------- ----------------------------------------- ___________________________ ___________________________ SIGNED IN THE PRESENCE OF: ____________________________________ (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ____________________________________ (Name)

WITNESS. CLINICAL DATA, INC. By: ------------------------------------- ------------------------------------ Name: ---------------------------------- Title: --------------------------------- Two-Year Warrant EXHIBIT 99.8 EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Clinical Data, Inc. _________________________ _________________________ Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ________ ________ shares of the Common Stock common stock covered by such Warrantwarrant; or ________ the maximum number of shares of Common Stock common stock covered by such Warrant warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ________ $__________ in lawful money of the United States; and/or ________ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ________ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ------------------------------ ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) : ------------------------------- ------------------------------- Two-Year Warrant EXHIBIT 99.8 EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to Clinical Data, Inc. into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Clinical Data, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Percentage Number Transferees Address Transferred Transferred ----------- ------- ----------- ----------- Dated: ______________, ___________ ----------------------------------------- ------------------------------ ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence ofAddress: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------- SIGNED IN THE PRESENCE OF: ---------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ------------------------------------ (Name)) Two-Year Warrant

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. ICOA, Inc. The undersigned, pursuant to the provisions set forth in holder of the attached Warrant (No.____)within Warrant, hereby irrevocably elects to exercise this Warrant for, and to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of thereunder, shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned of ICOA, Inc. and herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant$ therefor, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned and requests that the certificates for such shares be issued in --- the name of, and delivered to whose address is ____________________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock it is not a U.S. Person (as that term is defined in Regulation S under the Securities Act of 1933, as amended (the "Securities 1933 Act")), and the within Warrant is not being exercised by or on behalf of a U.S. Person, or else the undersigned has provided herewith an opinion of counsel to the effect that the within Warrant and the shares of Common Stock delivered upon exercise thereof have been registered under the 1933 Act or are exempt from registration thereunder. The undersigned represents and warrants that the within Warrant is not being exercised within the United States, and that the undersigned understands that the shares of Common Stock issuable upon exercise of the within Warrant may not be delivered within the United States, other than in offerings deemed to meet the definition of "offshore transaction" pursuant to Rule 902(h) under Regulation S, unless registered under the 1933 Act or an exemption from such registration under the Securities Actis available. Dated:___________________ ----------------------------------------- ------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ------------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. ICOA, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. ICOA, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ========================= ======================= ============================ Transferees Percentage Number ----------- Transferred Transferred ----------- ----------- ------------------------- ----------------------- ---------------------------- ------------------------- ----------------------- ---------------------------- ------------------------- ----------------------- ---------------------------- ------------------------- ----------------------- ---------------------------- ------------------------- ----------------------- ---------------------------- ------------------------- ----------------------- ---------------------------- ========================= ======================= ============================ Dated: :_________________ , __ ___ ___________________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------ (Name) ----------------------------------------- (Addressaddress) ------------------------------ ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. BCAM INTERNATIONAL, Inc. The undersigned, pursuant to the provisions set forth in holder of the attached Warrant (No.____)within Warrant, hereby irrevocably elects to exercise this Warrant for, and to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrantthereunder, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of BCAM International, Inc. and herewith makes payment of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessarytherefor, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned and requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- ------------------------------------------ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ------------------------------------------ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. BCAM International, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. BCAM International, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ================================================================================ Percentage Number Transferees Transferred Transferred ----------- ----------- ----------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- ================================================================================ Dated: ______________, _:__________ ----------------------------------------- , 19___ ------------------------------------ (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------------ (Name) ----------------------------------------- (Addressaddress) ------------------------------------ ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Select Media Communications, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ [ ] ________ shares of the Common Stock covered by such Warrant; or ___ [ ] the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ [ ] $__________ in lawful money of the United States; and/or ___ [ ] the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ [ ] the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ---------------------------- -------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- -------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Select Media Communications, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Select Media Communications, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ================================================================================ Transferees Percentage Number Transferred Transferred -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- ================================================================================ Dated: ______________, ___________ ----------------------------------------- ---------------------------- -------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ---------------------------------- -------------------------------------- (Name) ----------------------------------------- (Addressaddress) -------------------------------------- ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Digital Fusion, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (___________________________________ Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Digital Fusion, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Digital Fusion, Inc. with full power of substitution in the premises. ======================================== ===================================== ===================================== Transferees Percentage Number Transferred Transferred ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ------------------------------------- ------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------------------------- ------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------------------------- ------------------------------------- ======================================== ===================================== ===================================== Dated: , ______________, _______________________ ----------------------------------------- ----------------- ---- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------------- (Name) ----------------------------------------- (Addressaddress) ------------------------------------- ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name) EXHIBIT 4.4(10.4) ALLONGE TO CONVERTIBLE NOTE DATED JULY 26, 2002 Reference is hereby made to the Convertible Note dated July 26, 2002 (the "Note") by and between Digital Fusion, Inc., a Delaware corporation (the "Maker"), with principal offices located at 000 Xxxxx Xxxxxx Xxxxx, Xxxxx 0000, Xxxxx, Xxxxxxx 00000, and Laurus Master Fund, Ltd. (the "Payee"), with principal offices at c/o Ironshore Corporate Services Ltd., X.X. Xxx 0000 G.T., Queensgate House, South Church Street Grand Cayman, Cayman Islands. Terms used herein and not otherwise defined herein shall have the meaning set forth in the Note. Maker and Payee hereby agree to amend the Note as follows:

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL COMMERCIAL CONSOLIDATORS CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ -------------------------------------------------------------------------------- ------------------------------------------------------------------------------ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL COMMERCIAL CONSOLIDATORS CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL COMMERCIAL CONSOLIDATORS CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- -------------------------------------------------------------------------------- Transferees Percentage Transferred Number Transferred -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Addressaddress) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Addressaddress) ----------------------------------------- --------------------------------- (Name)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Briazz, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . In exercising this Warrant, the undersigned hereby confirms and acknowledges that the shares of Common Stock to be issued upon exercise hereof are being acquired solely for the account of the undersigned and not as a nominee for any other party, and for investment, and that the undersigned will not offer, sell or otherwise dispose of any such shares of Common Stock except under the circumstances that will not result in a violation of the Securities Act of 1933, ad amended or any state securities laws. Please issue a certificate or certificates representing said shares of Common Stock in the name of the undersigned or in such other name as is specified below: -------------------- (Name) -------------------- (Address) The undersigned represents and warrants that all offers and sales by (a) he, she or it is an "accredited investor" within the undersigned meaning of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock Rule 501(a) under the Securities Act of 1933, as amended amended, and hereby ratifies and confirms as of the date hereof those representations and warranties made by the undersigned in the securities purchase agreement entered into by the undersigned at the time of the undersigned's purchase of the Warrant from the Company and (b) the "Securities Act")aforesaid shares of Common Stock are being acquired for the account of the undersigned for investment and not with a view to, or pursuant to an exemption from registration under for resale in connection with, the Securities Actdistribution thereof and that the undersigned has no present intention of distributing or reselling such shares. Dated:___________________ : -------------------- ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Briazz, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Briazz, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Percentage Number Transferees Transferred Transferred ----------- ----------- ----------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- The undersigned also represents that, by assignment hereof, the Assignee acknowledges that this Warrant and the Shares to be issued upon exercise hereof are being acquired for investment and that the Assignee will not offer, sell or otherwise dispose of this Warrant or any Shares to be issued upon exercise hereof except under circumstances which will not result in a violation of the Securities Act of 1933, as amended, or any state securities laws. Further, the Assignee shall, if requested by the Company, confirm in writing, in a form satisfactory to the Company, that the Shares so purchased are being acquired for investment and not with a view toward distribution or resale. Dated: ______________, ___________ -------------- ,------ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ------------------------------------- (Address) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------------- (Name) ----------------------------------------- (Addressaddress) ------------------------------------- ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPVOIP, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ ---------------------------------------------------------------. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPVOIP, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPVOIP, INC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- -------------------------------------------------------------------------------- Transferees Percentage Transferred Number Transferred ----------- ---------------------- ------------------ -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Dated: ______________, ___________ ----------------------------------------- -----,--------- -------------------------------------------- -------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ---------------------------- --------------------------------------------- (Name) ----------------------------------------- --------------------------------------------- (Addressaddress) ACCEPTED AND AGREED: --------------------------------------------- [TRANSFEREE] ----------------------------------------- ----------------------------------------- --------------------------------------------- (Addressaddress) ----------------------------------------- ---------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares facsimile signatures of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment proper officers of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________Company and its corporate seal. Such payment takes the form Dated as of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to ____________________, 19__. ATTEST: HALLIBURTON COMPANY ____________________ By: __________________________________ whose address ________ Secretary Authentication: This is one of the Right Certificates referred to in the within-mentioned Rights Agreement. ChaseMellon Shareholder Services, L.L.C. as Rights Agent By: ______________________________ Authorized Signature [Form of Reverse Side of Right Certificate] FORM OF ASSIGNMENT ------------------ (To be executed by the registered holder if such holder desires to transfer the Right Certificate) FOR VALUE RECEIVED __________________________ hereby sells, assigns and transfers unto ___________________________________________________________ ______________________________________________________________________________ (Please print name and address of transferee) _______________________________________________________________________________ this Right Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint ____________________ Attorney, to transfer the within Right Certificate on the books of the within-named corporation, with full power of substitution. Dated: ____________________, 19___. ___________________________________________ Signature Signature Guaranteed: Signatures must be guaranteed by a member firm of a registered national securities exchange, a member of the National Association of Securities Dealers, Inc., or a commercial bank or trust company having an office or correspondent in the United States of America. _______________________________________________________________________________ (To be executed if a statement is correct) The undersigned represents and warrants hereby certifies that all offers and sales the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). _____________________________________________ Signature [Form of Reverse Side of Right Certificate -- continued] A-4 FORM OF ELECTION TO PURCHASE ---------------------------- (To be executed if holder desires to exercise the Right Certificate) To: HALLIBURTON COMPANY The undersigned of hereby irrevocably elects to exercise _______________ Rights represented by this Right Certificate to purchase the securities Preferred Shares (or other securities) issuable upon the exercise of such Rights and requests that certificates for such Preferred Shares (or for such other securities) be issued in the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), name of: Please insert social security or pursuant to an exemption from registration under the Securities Act. Datedother identifying number:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)_________

WITNESS. By: /s/ Xxxxx Xxxxxxxx ------------------ Name: Xxxxx Xxxxxxxx ------------------ /s/ Witness Title: CEO ----------- ------------------ EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of WarrantTo Be Signed Only On Exercise Of Options) TO: BRAVO! FOODS INTERNATIONAL CORP. VOXX Corporation Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant Option (No.. ____), hereby irrevocably elects to purchase (check applicable box): ________ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2Option. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such WarrantOption, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant Option shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ------------------- ----------------------------------------------- (Signature must conform to name of holder Holder as specified on the face of the WarrantOption) ----------------------------------------- ----------------------------------------- (Address) : -------------------------------------- -------------------------------------- EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of WarrantBe Signed Only On Transfer Of Option) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant Option to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to VOXX CORPORATION into which the within Warrant Option relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. VOXX CORPORATION with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Percentage Number Transferees Address Transferred Transferred --------------- ------------------- ----------------- --------------- --------------- ------------------- ----------------- --------------- --------------- ------------------- ----------------- --------------- --------------- ------------------- ----------------- --------------- Dated: ______________, ___________ ----------------------------------------- ------------------- ----------------------------------------------- (Signature must conform to name of holder Holder as specified on the face of the WarrantOption) Signed in the presence ofAddress: --------------------------------- ----------------------------------------- -------------------------------------- -------------------------------------- SIGNED IN THE PRESENCE OF: ----------------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ----------------------------- (Name)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPAIRTRAX INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is ________________________________________________________________________________ ________________________________________________________________________________ . Number of Shares of Common Stock Beneficially Owned on the date of exercise: Less than five percent (5%) of the outstanding Common Stock of Airtrax Inc.. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)

WITNESS. By: ------------------------------- Name: ------------------------------- Title: -------------------------------------- ------------------------------- EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Centurion Gold Holdings, Inc. Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ________ ________ shares of the Common Stock covered by such Warrant; or _________ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ________ $__________ in lawful money of the United States; and/or ________ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ________ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:: ________________________ ----------------------------------------- __________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) : _________________________________ _________________________________ EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to Centurion Gold Holdings, Inc. into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Centurion Gold Holdings, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Percentage Number Transferees Address Transferred Transferred ----------- ------- ----------- ----------- __________________________ _________________________ ____________ ___________ __________________________ _________________________ ____________ ___________ __________________________ _________________________ ____________ ___________ __________________________ _________________________ ____________ ___________ Dated: ______________, __________ __________________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence ofAddress: --------------------------------- ----------------------------------------- _________________________________ _________________________________ SIGNED IN THE PRESENCE OF: __________________________________________ (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ______________________________________ (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in holder of the attached Warrant (No.____)within Warrant, hereby irrevocably elects to exercise this Warrant for, and to purchase (check applicable box): thereunder, ___ __________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares BRAVO! FOODS INTERNATIONAL CORP. for an aggregate Purchase Price of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such , and herewith makes payment takes the form of (check applicable box or boxes): ___ $__________ therefore (which sum reflects the concession amount described in lawful money Section 13 of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessaryWarrant, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned and requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ ________________________. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : -------------------- ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ---------------------------------------- ---------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- -------------------------------------------------------------------------------- Transferees Percentage Transferred Number Transferred -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Dated: ______________, ___________ ----------------------------------------- -------------------- ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- -------------------------- ---------------------------------------- (Name) ----------------------------------------- ---------------------------------------- (Addressaddress) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- -------------------------- ---------------------------------------- (Name) ---------------------------------------- (address)

WITNESS. By: ---------------------------- Name: ------------------------------ ---------------------------- Title: ---------------------------- EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Catalyst Lighting Group, Inc. 7000 Xxxxx Xxxxx Forth Worth, Texas 76109 Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ________ ________ shares of the Common Stock covered by such Warrant; or ________ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ________ $__________ in lawful money of the United States; and/or ________ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ________ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ : --------------------------- ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) : -------------------------------- -------------------------------- EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to Catalyst Lighting Group, Inc. (the "Company") into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. the Company with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Percentage Number Transferees Address Transferred Transferred ----------- ------- ----------- ----------- ---------------------- -------------------- -------------------- ------------ ---------------------- -------------------- -------------------- ------------ ---------------------- -------------------- -------------------- ------------ ---------------------- -------------------- -------------------- ------------ Dated: ______________, ___________ --------------------------- ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence ofAddress: --------------------------------- -------------------------------- -------------------------------- SIGNED IN THE PRESENCE OF: ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL ISECURETRAC, CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ------------ ---------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ---------------------------------------------- ---------------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL ISECURETRAC, CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL ISECURETRAC, CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------- ------------------------- ----------------------------- Transferees Percentage Transferred Number Transferred ---------------------- ------------------------- ----------------------------- ---------------------- ------------------------- ----------------------------- ---------------------- ------------------------- ----------------------------- ---------------------- ------------------------- ----------------------------- ---------------------- ------------------------- ----------------------------- ---------------------- ------------------------- ----------------------------- ---------------------- ------------------------- ----------------------------- Dated: ______________, ___________ ----------------------------------------- ------- -------- --------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- -------------------------- (Name) ----------------------------------------- --------------------------------------------- --------------------------------------------- (Addressaddress) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- --------------------------------------------- --------------------------------------------- (Addressaddress) ----------------------------------------- -------------------------- (Name) FUNDS ESCROW AGREEMENT This Agreement is dated as of the ____ day of May, 2004 among iSECUREtrac, Corp., a Delaware corporation (the "Company"), the Subscribers identified on Schedule A hereto (each a "Subscriber" and collectively "Subscribers"), and Grushko & Mxxxxxx, P.C. (the "Escrow Agent"):

WITNESS. EXHIBIT XXXXXXX.XXX INC. By: ___________________________________ Name: ___________________________________ Title: ___________________________________ Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. XxxxXxx.Xxx Inc. Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ________ ________ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ________ ________ ________ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to ______________________________________________ whose address is The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the “Securities Act”) or pursuant to an exemption from registration under the Securities Act. Dated:________________________________ whose address is ______________________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) Address: ____________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "“Transferees" ” the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to XxxxXxx.Xxx Inc. into which the within Warrant relates specified under the headings "Percentage Transferred" and "heading “Number Transferred," respectively, ” opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. XxxxXxx.Xxx Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)Transferees Address Number Transferred

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares facsimile signature of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment proper officers of the full purchase price for such shares at the price per share provided for in such Warrant, which is $Corporation and its corporate seal. Dated as of ___________. Such payment takes the form of (check applicable box or boxes): ___ $, _____. [SEAL] ATTEST: LAMONTS APPAREL, INC. By By ------------------------------ ------------------------------ Name Name ---------------------------- ---------------------------- Title Title --------------------------- --------------------------- Countersigned: NORWEST BANK MINNESOTA, N.A. By ----------------------------- Name --------------------------- Title -------------------------- Form of Reverse Side of Right Certificate FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Right Certificate.) FOR VALUE RECEIVED _____ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose hereby sells, assigns and transfers unto ______________________________________ _______________________________________________________________________________ (Please print name and address of transferee) _______________________________________________________________________________ this Right Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint _______________ Attorney-in-Fact, to transfer the within Right Certificate on the books of the within-named Corporation, with full power of substitution. Dated:__________, _____ _____________________________ Signature Signature Guaranteed: ______________________________ Signatures must be guaranteed by an "Eligible Guarantor Institution" as defined in Rule 17Ad-15 (or any successor rule or regulation) promulgated pursuant to the Securities Exchange Act of 1934, as amended (this term means, in general, banks, stock brokers, savings and loan associations, and credit unions, in each case with membership in an approved signature guarantee medallion program). The undersigned hereby certifies that (1) the Rights evidenced by this Right Certificate are not being sold, assigned or transferred by or on behalf of a Person who is or was an Acquiring Person or an Affiliate or Associate thereof (as such terms are defined in the Rights Agreement), (2) this Right Certificate is not being sold, assigned or transferred to or on behalf of any such Acquiring Person, Affiliate or Associate, and (3) after due inquiry and to the best knowledge of the undersigned, the undersigned did not acquire the Rights evidenced by this Right Certificate from any Person who is or was an Acquiring Person or an Affiliate or Associate thereof (as such terms are defined in the Rights Agreement). _____________________________ Signature Form of Reverse Side of Right Certificate -- continued FORM OF ELECTION TO PURCHASE (To be executed by the registered holder if such holder desires to exercise Rights represented by the Right Certificate) To the Rights Agent: The undersigned hereby irrevocably elects to exercise ______________ Rights represented by this Right Certificate to purchase the shares of Preferred Stock, shares of Common Stock or other securities issuable upon the exercise of such Rights and requests that certificates for such shares of Preferred Stock, shares of Common Stock or other securities be issued in the name of: Please insert social security number or other identifying number _______________________________________________ ___________________________________________________________________________ (Please print name and address) If such number of Rights shall not be all the Rights evidenced by this Right Certificate, a new Right Certificate for the balance remaining of such Rights shall be registered in the name of and delivered to: Please insert social security number or other identifying number ________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:_______________________________________ ----------------------------------------- (Please print name and address) Dated: __________, _____ __________________________________ Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- DatedSignature Guaranteed: ______________, ___________________ ----------------------------------------- Signatures must be guaranteed by an "Eligible Guarantor Institution" as defined in Rule 17Ad-15 (Signature must conform or any successor rule or regulation) promulgated pursuant to name the Securities Exchange Act of holder 1934, as specified on the face of the Warrant) Signed amended (this term means, in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Namegeneral, banks, stock brokers, savings and loan associations, and credit unions, in each case with membership in an approved signature guarantee medallion program).

WITNESS. EXHIBIT the facsimile signature of the proper officers of the Company and its corporate seal. Dated as of . -------------------------- ATTEST: GARTNER GROUP, INC. By: By: ------------------------------- ----------------------------- Secretary President Countersigned: BANK BOSTON, N.A. as Rights Agent By: ---------------------------------- Its: ---------------------------------- -3- 50 Form of Reverse Side of Class A Rights Certificate FORM OF SUBSCRIPTION ASSIGNMENT (To be executed by the registered holder if such holder desires to be signed only on exercise of Warranttransfer the Class A Rights Certificate) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $FOR VALUE RECEIVED ___________. Such payment takes the form of (check applicable box or boxes): ___ $_______________________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of hereby sells, assigns and transfers unto _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose (Please print name and address is of transferee) ___________________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:______________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received___________________________________________________________ this Class A Rights Certificate, the undersigned hereby sellstogether with all right, assignstitle and interest therein, and transfers unto the person(s) named below under the heading "Transferees" the right represented by does hereby irrevocably constitute and appoint _______________________________ Attorney, to transfer the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right Class A Rights Certificate on the books of BRAVO! FOODS INTERNATIONAL CORP. the within-named Company, with full power of substitution in the premisessubstitution. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: _______________, _____ ______________________________________ ----------------------------------------- Signature Signature Guaranteed: Signatures must be guaranteed by an eligible guarantor institution (Signature a bank, stockbroker, savings and loan association or credit union with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934. Form of Reverse Side of Class A Rights Certificate -- continued NOTICE The signature in the foregoing Forms of Assignment and Election must conform to the name of holder as specified on written upon the face of this Class A Rights Certificate in every particular, without alteration or enlargement or any change whatsoever. 51 Form of Reverse Side of Class A Rights Certificate -- continued FORM OF ELECTION TO PURCHASE (To be executed if holder desires to exercise the WarrantClass A Rights Certificate) Signed To: ________________________________ The undersigned hereby irrevocably elects to exercise _________________________ Class A Rights represented by this Class A Rights Certificate to purchase the number of one-thousandths of a Preferred Share issuable upon the exercise of such Class A Rights and requests that certificates for such number of one-thousandths of a Preferred Share issued in the presence name of: --------------------------------- ----------------------------------------- Please insert social security or other identifying number: _______________________________ ___________________________________________________________ (NamePlease print name and address) ----------------------------------------- ___________________________________________________________ ___________________________________________________________ If such number of Class A Rights shall not be all the Class A Rights evidenced by this Class A Rights Certificate, a new Class A Rights Certificate for the balance remaining of such Class A Rights shall be registered in the name of and delivered to: Please insert social security or other identifying number: _______________________________ ___________________________________________________________ (AddressPlease print name and address) ACCEPTED AND AGREED___________________________________________________________ ___________________________________________________________ Dated: [TRANSFEREE] ----------------------------------------- ----------------------------------------- _______________ _________________________ Signature Signature Guaranteed: Signatures must be guaranteed by an eligible guarantor institution (Addressa bank, stockbroker, savings and loan association or credit union with membership in an approved signature guarantee medallion program) ----------------------------------------- (Name)pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934. 52 CLASS A CERTIFICATE The undersigned hereby certifies by checking the appropriate boxes that:

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPONE VOICE TECHNOLOGIES INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is ______________________________________________________________ ______________________________________ _________________________________________. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- ____________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ____________________________________________ ____________________________________________ (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPONE VOICE TECHNOLOGIES INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPONE VOICE TECHNOLOGIES INC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- _____________________________________________________________ (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ___________________________________ ______________________________________________________________ (Name) ----------------------------------------- ______________________________________________________________ (Addressaddress) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ___________________________________ ______________________________________________________________ (Name) ______________________________________________________________ (address)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Advanced Optics Electronics, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities ActSECURITIES ACT"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : -------------------------- -------------------------------------------- (Signature must conform to name of holder Holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Advanced Optics Electronics, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Advanced Optics Electronics, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Percentage Number Transferees Transferred Transferred ----------- ----------- ----------- Dated: ______________, ___________ ----------------------------------------- ---------------- ------- -------------------------------------------- (Signature must conform to name of holder Holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------ (Name) ----------------------------------------- (Addressaddress) ------------------------------ ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ------------------------------- (Name)) EXHIBIT E SCHEDULE OF OPTION HOLDERS Leslxx Xxxxxx 2/6/1999 2,000,000 Leslxx Xxxxxx 1/27/2000 1,000,000 Leslxx Xxxxxx 6/7/2000 900,000 Haroxx Xxxxxx 1/5/1999 150,000 Haroxx Xxxxxx 1/27/2000 75,000 Michxxx Xxxx 1/5/1999 300,000 Michxxx Xxxx 1/27/2000 150,000 Michxxx Xxxx 6/7/2000 125,000 John Xxxxxxx 6/28/1999 300,000 John Xxxxxxx 1/27/2000 300,000 John Xxxxxxx 6/7/2000 150,000 Gartx Xxxxxx 10/11/1999 100,000 Stepxxx Xxxxx 10/11/1999 75,000 Michxxx Xxxxxx 10/11/1999 75,000 Chrixxxxxxx Xxxxxx 10/11/1999 50,000 Gary Xxxxxxx 4/17/2000 75,000 5,825,000 EXHIBIT F

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPXRG, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- ----------------------------------------------------- ----------------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ----------------------------------------------------- ----------------------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPXRG, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPXRG, INC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED Transferees Percentage Transferred Number Transferred ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- -------------------------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ----------------------- -------------------------------------------------- -------------------------------------------------- (Name) ----------------------------------------- (Addressaddress) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- -------------------------------------------------- -------------------------------------------------- (AddressName) ----------------------------------------- (address) ---------------------- (Name)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Cyber Digital Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:____________ _______________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Cyber Digital Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Cyber Digital Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ============================ ========================= ========================= Percentage Number Transferees Transferred Transferred ---------------------------- ------------------------- ------------------------- ---------------------------- ------------------------- ------------------------- ---------------------------- ------------------------- ------------------------- ============================ ========================= ========================= Dated: ______________, _____ ____________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------ (Name) ----------------------------------------- (Addressaddress) ------------------------------ ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. EXHIBIT A the facsimile signatures of the proper officers of the Company and its corporate seal. Dated as of ATTEST: QUORUM HEALTH GROUP, INC. By: By: ---------------------------- ------------------------------------ Name: Name: Title: Title: Countersigned: FIRST UNION NATIONAL BANK OF NORTH CAROLINA, as Rights Agent By: ---------------------------- Name: Title: Form of Reverse Side of Right Certificate) FORM OF SUBSCRIPTION ASSIGNMENT (To be executed by the registered holder if such holder desires to be signed only on exercise of Warranttransfer the Right Certificate) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersignedFOR VALUE RECEIVED, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is hereby sells, assigns and transfers unto _____________________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________________________________ ----------------------------------------- (Signature must conform to Please print name and address of holder as specified on the face of the Warranttransferee) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received____________________________________________________________ this Right Certificate, the undersigned hereby sellstogether with all right, assignstitle and interest therein, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage does hereby irrevocably constitute and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectivelyappoint ______________________________________ Attorney, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right the Right Certificate on the books of BRAVO! FOODS INTERNATIONAL CORP. the within-named Company, with full power of substitution in the premisessubstitution. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: __Dated as of ____________, ____. _______________________________ ----------------------------------------- Signature Signature Guarantee: Signatures must be guaranteed. ________________________________________________________________________________ [To be executed if statement is correct] The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). Form of Reverse Side of Right Certificate -- continued FORM OF ELECTION TO PURCHASE (To be executed if holder desires to exercise the Right Certificate) TO QUORUM HEALTH GROUP, INC.: The undersigned hereby irrevocably elects to exercise ______________ Rights represented by this Right Certificate to purchase the Common Shares (or other securities) issuable upon the exercise of such Rights and requests that certificates for such Common Shares (or other securities) be issued in the name of: Please insert social security or other identifying number: _____________________________ ________________________________________________________________________________ (Please print name and address) ________________________________________________________________________________ If such number of Rights shall not be all the Rights evidenced by this Right Certificate, a new Right Certificate for the balance remaining of such Rights shall be registered in the name of and delivered to: Please insert social security or other identifying number: _____________________________ ________________________________________________________________________________ (Please print name and address) ________________________________________________________________________________ Dated as of ____________, ____. ______________________________ Signature Form of Reverse Side of Right Certificate -- continued Signature Guaranteed: Signature must be guaranteed. ________________________________________________________________________________ [To be executed if statement is correct] The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). ______________________________ Signature The signature in the foregoing Form of Assignment or Form of Election to Purchase must conform to the name of holder as specified on written upon the face of this Right Certificate in every particular, without alteration or enlargement or any change whatsoever. In the Warrant) Signed event the certification set forth above in the presence of: --------------------------------- ----------------------------------------- Form of Assignment or the Form of Election to Purchase, as the case may be, is not completed, the Company and the Rights Agent will deem the beneficial owner of the Rights evidenced by this Right Certificate to be an Acquiring Person or an Affiliate or Associate thereof (Nameas defined in the Rights Agreement) ----------------------------------------- and such Assignment or Election to Purchase will not be honored. EXHIBIT B QUORUM HEALTH GROUP, INC. STOCKHOLDER RIGHTS PLAN SUMMARY OF RIGHTS TO PURCHASE COMMON SHARES On April 16, 1997, the Board of Directors of Quorum Health Group, Inc. (Addressthe "Company"), authorized the issuance of one common share purchase right (a "Right") ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- with respect to each outstanding share of common stock, $.01 par value (Addressthe "Common Shares"), of the Company. The rights were issued on April 28, 1997 to the holders of record of Common Shares on that date. Each Right entitles the registered holder to purchase from the Company one-third of a Common Share at a price of $150.00 per one-third of a Common Share (the "Purchase Price"), subject to adjustment. The description and terms of the Rights are set forth in a Rights Agreement (the "Rights Agreement") ----------------------------------------- dated April 16, 1997, between the Company and First Union National Bank of North Carolina, as Rights Agent (Namethe "Rights Agent").

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPPURADYN FILTER TECHNOLOGIES, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): [___ _] $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of [_______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to ] cashless exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2Subsection 1.7. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _______________________________________________________________ ________________________________________________________________________________ . ________________________________________________________________________________ The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:: _________________________ ----------------------------------------- ____________________________________ (Signature must conform to name of holder as specified on the face fact of the Warrant.) ----------------------------------------- ----------------------------------------- ____________________________________ ____________________________________ (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPPURADYN FILTER TECHNOLOGIES, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPPURADYN FILTER TECHNOLOGIES, INC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------ ------------------------- ----------------------------------- Transferees Percentage Transferred Number Transferred ------------------ ------------------------- ----------------------------------- ------------------ ------------------------- ----------------------------------- ------------------ ------------------------- ----------------------------------- ------------------ ------------------------- ----------------------------------- Dated: ______________, ___________ ----------------------------------------- ___________________________ (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ___________________________ (Name) ----------------------------------------- ___________________________ ___________________________ (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Nameaddress)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Go Online Networks Corporation The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- ____________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ____________________________________ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Go Online Networks Corporation to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Go Online Networks Corporation with full power of substitution in the premises. ======================================== ===================================== ===================================== Transferees Percentage Number Transferred Transferred ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ------------------------------------- ------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------------------------- ------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------------------------- ------------------------------------- ======================================== ===================================== ===================================== Dated: , __ ___ ______________, _________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------ (Name) ----------------------------------------- (Addressaddress) ------------------------------ ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPTarpon Industries, Inc. 0000 Xxxxx Xx. Marysville, MI 48040 Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ________ ________ shares of the Common Stock common stock covered by such Warrantwarrant; or ________ the maximum number of shares of Common Stock common stock covered by such Warrant warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ________ $__________ in lawful money of the United States; and/or ________ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ________ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : /s/ ----------------------- ---------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) : EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to Tarpon Industries, Inc. into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Tarpon Industries, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Percentage Number Transferees Address Transferred Transferred ----------- ------- ----------- ----------- Dated: ______________, ___________ ----------------------------------------- /s/ ----------------------- ---------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name):

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Tech Laboratories, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:____________ _________________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- _________________________________________ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Tech Laboratories, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Tech Laboratories, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Transferees Percentage Transferred Number Transferred Dated: ______________, ____ _________________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ------------------------------- ----------------------------------------- (Name) (address) ----------------------------------------- (Address) ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ------------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares facsimile signature of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment proper officers of the full purchase price for such shares at the price per share provided for in such Warrant, which is $Company and its corporate seal. Dated: ___________. Such payment takes the form of (check applicable box or boxes): _________ $ATTEST: ADVANCED PHOTONIX, INC. _____________________________ in lawful money of the United States; and/or By:___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _____________________________ shares of Common Stock (using a Fair Market Value of $Secretary President Countersigned: CONTINENTAL STOCK TRANSFER & TRUST COMPANY By:______________________________ per share for purposes Authorized Officer Form of this calculation); and/or Reverse Side of Right Certificate FORM OF ASSIGNMENT (To be executed by the registered hold if such holder desires to transfer the Right Certificate.) FOR VALUE RECEIVED ____________________ the cancellation of such number of shares of Common Stock as is necessaryhereby sells, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, assigns and delivered to transfers unto ________________________________________________________________________________ whose (Please print name and address is of transferee) ________________________________________________________________________________ this Right Certificate, together with all right, title and interest therein and does hereby irrevocably constitute and appoint ____________________ Attorney, to transfer the within Right Certificate on the books of the within-name Company, with full power and substitution. Dated: ____________________, 20__ ____________________________________ Signature Signature Guaranteed: ------------------------------------------------------------------------------- The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). Form of Reverse Side of Right Certificate -- continued FORM OF ELECTION TO PURCHASE (To be executed if holder desires to exercise Rights represented by the Right Certificate.) TO: ADVANCED PHOTONIX, INC. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon hereby irrevocably elects to exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:____________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right Rights represented by the within Warrant this Right Certificate to purchase the percentage Preferred Shares issuable upon the exercise of such Rights and requests that certificates for such Preferred Shares be issued in the name of: Please insert social security or other identifying number ------------------------------------------------------------------------------ If such number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which Rights shall not be all the within Warrant relates specified under Rights evidenced by this Right Certificate, a new Right Certificate for the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) balance remaining of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution Rights shall be registered in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- name of and delivered to: Please insert social security or other identifying number ------------------------------------------------------------------------------ Dated: ______________, ________, 2___ ----------------------------------------- (----------------------------------- Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)Signature Guaranteed:

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Endovasc Ltd., Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____. ), hereby irrevocably elects to purchase (check applicable box): ___ ________ ---- shares of the Common Stock covered by such Warrant; or ___ --- -------- the maximum number of shares of Common Stock covered by such Warrant --- pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________$ . Such payment takes the form of (check applicable box or boxes): ___ $__________ ----------- $ in lawful money of the United States; and/or ___ --- -------- the cancellation of such portion of the attached Warrant as is --- exercisable for a total of _______ shares of Common Stock (using a Fair Market -------- Value of $_______ $ per share for purposes of this calculation); and/or ___ ------- the cancellation of such number of shares of Common Stock as is --- necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ ----------------------- --------- -------------------------------------------------------------------------------. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ------------------- ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ---------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Endovasc Ltd., Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Endovasc Ltd., Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Percentage Number Transferees Transferred Transferred ----------- ------------- ----------- Dated: ______________------------, ___________ ----------------------------------------- -------- --------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ---------------------------------------- (Name) ----------------------------------------- (Addressaddress) ---------------------------------------- ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ------------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in holder of the attached Warrant (No.____)within Warrant, hereby irrevocably elects to exercise this Warrant for, and to purchase (check applicable box): thereunder, ___ __________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares BRAVO! FOODS INTERNATIONAL CORP. for an aggregate Purchase Price of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such , and herewith makes payment takes the form of (check applicable box or boxes): ___ $__________ therefore (which sum reflects the concession amount described in lawful money Section 13 of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessaryWarrant, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned and requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ __________________. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : -------------------- ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ---------------------------------------- ---------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- -------------------------------------------------------------------------------- Transferees Percentage Transferred Number Transferred -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Dated: ______________, ___________ ----------------------------------------- -------------------- ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- -------------------------- ---------------------------------------- (Name) ----------------------------------------- ---------------------------------------- (Addressaddress) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- -------------------------- ---------------------------------------- (Name) ---------------------------------------- (address)

WITNESS. PARTICIPANT -------------------------------- --------------------------------- This Stock Option Agreement must be executed in duplicate originals, with one original retained by the Company and one original retained by the Participant EXHIBIT A FORM NOTICE OF SUBSCRIPTION EXERCISE OF STOCK OPTIONS (BY EMPLOYEE) I hereby exercise the stock option (the "Option") granted to be signed only on exercise of Warrantme by Colonial Bankshares, Inc. (the "Company") TO: BRAVO! FOODS INTERNATIONAL CORP. The undersignedor its affiliate, pursuant subject to all the terms and provisions set forth in the attached Warrant Stock Option Agreement (No.the "Agreement") and the Colonial Bankshares, Inc. 2006 Stock-Based Incentive Plan (the "Plan") referred to therein, and notify you of my desire to purchase ____), hereby irrevocably elects to purchase (check applicable box): ___ ___________ shares of common stock of the Company ("Common Stock covered by such Warrant; or Stock") for a purchase price of $_________ per share. Enclosed please find (check one): ___ Cash, my check in the maximum number sum of shares $_______, or electronic funds transfer (EFT) in the sum of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $____________ in full payment of the purchase price. Such payment takes the form of (check applicable box or boxes): ___ Stock of the Company with a fair market value of $______ in full payment of the purchase price.* ___ My check in the sum of $_______ and stock of the Company with a fair market value of $__________ , in lawful money full payment of the United States; and/or purchase price.* ___ the cancellation of such portion Please sell ______ Shares from my Option Shares through a broker in full/partial payment of the attached Warrant as is exercisable for a total of purchase price. I understand that after this exercise, ____________ shares of Common Stock (using a Fair Market Value of $____remain subject to the Option, subject to all terms and provisions set forth in the Agreement and the Plan. ___ per share for purposes of this calculation); and/or investment ___ resale or distribution Please note: if your intention is to resell (or distribute within the cancellation meaning of Section 2(11) of the Securities Act of 1933) the shares you acquire through this Option exercise, the Company or transfer agent may require an opinion of counsel that such resale or distribution would not violate the Securities Act of 1933 prior to your exercise of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2Option. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to Dated: ____________, _____. _________________________________________ whose address is Participant's signature * If I elect to exercise by exchanging shares I alreaxx xxx, I will constructively return shares that I already own to purchase the new option shares. If my shares are in certificate form, I must attach a separate statement indicating the certificate number of the shares I am treating as having exchanged. If the shares are held in "street name" by a registered broker, I must provide the Company with a notarized statement attesting to the number of shares owned that will be treated as having been exchanged. I will keep the shares that I already own and treat them as if they are shares acquired by the option exercise. In addition, I will receive additional shares equal to the difference between the shares I constructively exchange and the total new option shares that I acquire. EXHIBIT B ACKNOWLEDGMENT OF RECEIPT OF STOCK OPTION SHARES I hereby acknowledge the delivery to me by Colonial Bankshares, Inc. (the "Company") or its affiliate on ______________________________________, of stock certificates for ________________ shares of common stock of the Company purchased by me pursuant to the terms and conditions of the Stock Option Agreement and the Colonial Bankshares, Inc. 2006 Stock-Based Incentive Plan, as applicable, which shares were transferred to me on the Company's stock record books on ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)-----------------------------

WITNESS. EXHIBIT A the facsimile signature of the proper officers of the Company and its corporate seal. Dated as of . ATTEST: GARTNER GROUP, INC. By: By: Secretary President Countersigned: BANK BOSTON, N.A. as Rights Agent By: Its: FORM OF SUBSCRIPTION ASSIGNMENT (To be executed by the registered holder if such holder desires to be signed only on exercise of Warranttransfer the Class B Rights Certificate) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $FOR VALUE RECEIVED ___________. Such payment takes the form of (check applicable box or boxes): ___ $_______________________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessaryhereby sells, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, assigns and delivered to _________transfers unto ____________________________________________ whose (Please print name and address is _____of transferee) ____________________________________________ ____________________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:____________________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT this Class B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value receivedRights Certificate, the undersigned hereby sellstogether with all right, assignstitle and interest therein, and transfers unto the person(s) named below under the heading "Transferees" the right represented by does hereby irrevocably constitute and appoint _______________________________ Attorney, to transfer the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right Class B Rights Certificate on the books of BRAVO! FOODS INTERNATIONAL CORP. the within-named Company, with full power of substitution in the premisessubstitution. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: _______________, _____ ___________________________ ----------------------------------------- Signature Signature Guaranteed: Signatures must be guaranteed by an eligible guarantor institution (Signature a bank, stockbroker, savings and loan association or credit union with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934. 58 Form of Reverse Side of Class B Rights Certificate -- continued NOTICE The signature in the foregoing Forms of Assignment and Election must conform to the name of holder as specified on written upon the face of this Class B Rights Certificate in every particular, without alteration or enlargement or any change whatsoever. FORM OF ELECTION TO PURCHASE (To be executed if holder desires to exercise the WarrantClass B Rights Certificate) Signed To: ________________________________ The undersigned hereby irrevocably elects to exercise _________________________ Class B Rights represented by this Class B Rights Certificate to purchase the number of one-thousandths of a Preferred Share issuable upon the exercise of such Class B Rights and requests that certificates for such number of one-thousandths of a Preferred Share issued in the presence name of: --------------------------------- ----------------------------------------- Please insert social security or other identifying number: _______________________________ ____________________________________________ (NamePlease print name and address) ----------------------------------------- ____________________________________________ ____________________________________________ If such number of Class B Rights shall not be all the Class B Rights evidenced by this Class B Rights Certificate, a new Class B Rights Certificate for the balance remaining of such Class B Rights shall be registered in the name of and delivered to: Please insert social security or other identifying number: _______________________________ ____________________________________________ (AddressPlease print name and address) ACCEPTED AND AGREED____________________________________________ ____________________________________________ Dated: [TRANSFEREE] ----------------------------------------- ----------------------------------------- _______________, _____ Signature Guaranteed: Signatures must be guaranteed by an eligible guarantor institution (Addressa bank, stockbroker, savings and loan association or credit union with membership in an approved signature guarantee medallion program) ----------------------------------------- (Name)pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934. The undersigned hereby certifies by checking the appropriate boxes that:

WITNESS. By: ---------------------------------- --------------------------- -------------------------------------------------------------------------------- EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS ADB SYSTEMS INTERNATIONAL CORPINC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is ______________________________________________________________ _______________________________________________________________________________ . _______________________________________________________________________________ The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ---------------------- ------------------------------------------ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ------------------------------------------ ------------------------------------------ (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS ADB SYSTEMS INTERNATIONAL CORPINC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS ADB SYSTEMS INTERNATIONAL CORPINC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Transferees Percentage Transferred Number Transferred ----------- ---------------------- ------------------ --------------------- ---------------------------- --------------------------- --------------------- ---------------------------- --------------------------- --------------------- ---------------------------- --------------------------- Dated: ______________, ___________ -------------- ----------- ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ---------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Addressaddress) ACCEPTED AND AGREED: ----------------------------------------- [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Addressaddress) ----------------------------------------- ---------------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPBRAINSTORM CELL THERAPEUTICS INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ ---------------------------------------------------------------------. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- ------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ---------------------------------------- ---------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPBRAINSTORM CELL THERAPEUTICS INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPBRAINSTORM CELL THERAPEUTICS INC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------------------------------------------------------------------ Transferees Percentage Transferred Number Transferred ----------- ---------------------- ------------------ ------------------------------------------------------------------------------- ------------------------------------------------------------------------------- ------------------------------------------------------------------------------- ------------------------------------------------------------------------------- Dated: ______________, ___________ ----------------------------------------- ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------- ----------------------------------------- (Name) ----------------------------------------- ---------------------------------------- (Addressaddress) ACCEPTED AND AGREED: ---------------------------------------- [TRANSFEREE] ----------------------------------------- ----------------------------------------- ---------------------------------------- (Addressaddress) ----------------------------------------- -------------------------------- (Name)

WITNESS. the due execution hereof by the respective duly authorized officers of the undersigned as of the date first written above. WHEREHOUSE ENTERTAINMENT, INC., as debtor and debtor-in-possession By: /s/ Xxxxx X. Xxxxxxxx Title: Chief Executive Officer Notice Address: 00000 Xxxxxxxx Xxxxxx Torrance, CA 90502 Attention: Xxxxx Xxxxxxxx WEI HOLDINGS, INC. as debtor and debtor-in-possession By: /s/ Xxxxx X. Xxxxxxxx Title: Chief Executive Officer Notice Address: 00000 Xxxxxxxx Xxxxxx Torrance, CA 90502 Attention: Xxxxx Xxxxxxxx BANKERS TRUST COMPANY, individually and as Agent By: /s/ Xxxx Xxx Xxxxx Title: Managing Director Notice Address: Bankers Trust Company 000 Xxxxxxx Xx., 00xx Xx Xxx Xxxx, XX 00000 Attention: Xxxxxxx Xxxxxx with a copy of all financial reports to: Bankers Trust Company Mail Stop 2144 Agency Services Group 000 Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Xxxx Xxxxxxxxx EXHIBIT A I FORM OF SUBSCRIPTION NOTICE OF BORROWING Pursuant to that certain Debtor-in-Possession Credit Agreement dated as of September 25, 1995 (such agreement, as it may be amended, amended and restated, supplemented or otherwise modified from time to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersignedtime, pursuant to the provisions set forth "Credit Agreement"; capitalized terms used herein without definition shall have the meanings assigned those terms in the attached Warrant Credit Agreement) by and among WEI Holdings, Inc., a Delaware corporation, as debtor and debtor-in- possession (No.____"Holdings"), hereby irrevocably elects Wherehouse Entertainment, Inc., a Delaware corporation, as debtor and debtor-in-possession ("Borrower"), the lenders party thereto ("Lenders") and Bankers Trust Company, as agent for Lenders ("Agent"), this represents Borrower's request to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $borrow on ___________. Such payment takes the form of (check applicable box or boxes): _, 19__ $__________ from Lenders on a pro rata basis as [Base Rate/Eurodollar Rate] Loans. [The Interest Period for such Eurodollar Rate Loans is requested to be a [one/two/three/six] month period]. The proceeds of such Loans are to be deposited in lawful money Borrower's account at the office of Agent located at One Bankers Trust Plaza, New York, New York. The undersigned officer, to the best of such officer's knowledge, and Borrower certify that (i) the representations and warranties of Borrower and Holdings contained in the Credit Agreement and the other Loan Documents are true, correct and complete in all material respects on and as of the United States; and/or ___ Funding Date to the cancellation same extent as though made on and as of the Funding Date, except to the extent such representations and warranties specifi- cally relate to an earlier date, in which case such representa- tions and warranties were true, correct and complete in all material respects on and as of such portion earlier date; (ii) no Event of Default or Potential Event of Default has occurred and is continuing or will result from the proposed borrowing; (iii) Borrower and Holdings have performed in all material respects all agreements and satisfied all conditions under the Credit Agree- ment required to be performed by either or both of them on or before the Funding Date; (iv) after giving effect to the proposed borrowing, the aggregate outstanding amount of the attached Warrant Obligations will not exceed the amount authorized by the Interim Borrowing Order or the Final Borrowing Order, as is exercisable for a total the case may be, and the Interim Borrowing Order or the Final Borrowing Order, as the case may be, shall be in full force and effect and shall not be stayed; and (v) each of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula other conditions to funding set forth in Section 2, to exercise this Warrant with respect to subsection 3.2B of the maximum number of shares of Common Stock purchasable pursuant to Credit Agreement will be satisfied on the cashless exercise procedure set forth in Section 2proposed Funding Date. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to DATED: __________________________ WHEREHOUSE ENTERTAINMENT, INC., as debtor and debtor-in-possession By ____________________________ whose address Title: EXHIBIT II FORM OF NOTICE OF ISSUANCE OF LETTER OF CREDIT Pursuant to that certain Debtor-in-Possession Credit Agreement dated as of September 25, 1995 (such agreement, as it may be amended, amended and restated, supplemented or otherwise modified from time to time, the "Credit Agreement"; capitalized terms used herein without definition shall have the meanings assigned those terms in the Credit Agreement), by and among WEI Holdings, Inc., a Delaware corporation, as debtor and debtor-in- possession ("Holdings"), Wherehouse Entertainment, Inc., a Delaware corporation, as debtor and debtor-in-possession ("Borrower"), the lenders party thereto ("Lenders") and Bankers Trust Company, as agent for Lenders ("Agent"), this represents Borrower's request to have [1] issue a Letter of Credit for the account of Borrower on [2] in the face amount of $[3] with an expiration date of [4] for the benefit of [5]. [6] The undersigned officer, to the best of such officer's knowledge, and Borrower certify that (i) the representations and warranties contained in the Credit Agreement and the other Loan Documents are true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of the date hereof, except to the extent such representa- tions and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true, correct and complete in all material respects on and as of such earlier date; (ii) no Event of Default or Potential Event of Default has occurred and is continuing under the Credit Agreement or will result from the proposed issuance of the Letter of Credit for the account of Borrower; (iii) Borrower and Holdings have performed in all material respects all agreements and satisfied all conditions under the Credit Agreement required to be per- formed by either or both of them on or before the date hereof; (iv) after giving effect to the proposed issuance, the aggregate outstanding amount of the Obligations will not exceed the amount ________________________ [1] Insert name of Issuing Lender. [2] Insert proposed date of issuance of the Letter of Credit. [3] Insert face amount of the Letter of Credit in numbers. [4] Insert expiration date for the Letter of Credit. [5] Insert name and address of the beneficiary of the Letter of Credit. [6] Insert precise description of the documents and the verbatim text of the certificate to be presented by the beneficiary which, if presented prior to the expiration date of the Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit. authorized by the Interim Borrowing Order or the Final Borrowing Order, as the case may be, and the Interim Borrowing Order or the Final Borrowing Order, as the case may be, shall be in full force and effect and shall not be stayed; (v) after giving effect to the proposed issuance, the Letter of Credit Usage will not exceed $10,000,000; and (vi) each of the other conditions to the issuance of a Letter of Credit set forth in subsection 3.3 of the Credit Agreement will be satisfied on the proposed Funding Date. DATED: _____________________ WHEREHOUSE ENTERTAINMENT, INC., as debtor and debtor-in- possession By _________________________ Title: EXHIBIT III FORM OF NOTICE OF CONVERSION/CONTINUATION Pursuant to that certain Debtor-in-Possession Credit Agreement dated as of September 25, 1995 (such agreement as it may be amended, amended and restated, supplemented or otherwise modified from time to time, the "Credit Agreement"; capitalized terms used herein without definition shall have the meanings assigned to those terms in the Credit Agreement) by and among WEI Holdings, Inc., a Delaware corporation, as debtor and debtor-in- possession ("Holdings"), Wherehouse Entertainment, Inc., a Delaware corporation, as debtor and debtor-in-possession ("Borrower"), the lenders party thereto ("Lenders") and Bankers Trust Company, as agent for Lenders, this represents Borrower's request to [A: convert $___________ in principal amount of presently outstanding [Base Rate/Eurodollar Rate] Loans [with an Interest Period expiration date of _________, 19__] to [Base Rate/Eurodollar Rate] Loans on ___________, 19__.] [The Interest Period for such Eurodollar Rate Loans is requested to be a [one/two/three/six] month period.] [B: continue as Eurodollar Rate Loans $___________ in principal amount of presently outstanding Loans with an Interest Period expiration date of ___________, 19__.] [The Interest Period for such Eurodollar Rate Loans commencing on such Interest Period expiration date is requested to be a [one/two/three/six] month period.] Borrower certifies that no Event of Default or Potential Event of Default has occurred and is continuing or will result from the proposed [conversion/continuation]. DATED: _______________ WHEREHOUSE ENTERTAINMENT, INC., as debtor and debtor-in-possession By __________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) Title: EXHIBIT B IV FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value receivedNOTE WHEREHOUSE ENTERTAINMENT, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPINC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: __$[1] ____________, ___________ ----------------------------------------- 0000 Xxx Xxxx, Xxx Xxxx FOR VALUE RECEIVED, WHEREHOUSE ENTERTAINMENT, INC., a Delaware corporation, as debtor and debtor-in-possession (Signature must conform "Borrower"), promises to name pay to the order of holder [2]("Payee"), on or before the Expiry Date, the lesser of (x) [3]($[1]) and (y) the unpaid aggregate principal amount of all advances made by Payee to Borrower as specified Loans under the Credit Agreement referred to below. Borrower also promises to pay interest on the face unpaid principal amount hereof until paid at the rates, at the times and from the dates which shall be determined in accordance with the provisions of that certain Debtor-in-Possession Credit Agreement dated as of September 25, 1995 (such agreement, as it may be amended, amended and restated, supplemented or otherwise modified from time to time, being herein called the Warrant) Signed "Credit Agreement"; capitalized terms used herein without definition shall have the meanings assigned those terms in the presence of: --------------------------------- ----------------------------------------- Credit Agreement), by and among WEI Holdings, Inc., a Delaware corporation, as debtor and debtor-in-possession, Borrower, the lenders party thereto (Name"Lenders") ----------------------------------------- and Bankers Trust Company, as agent for Lenders (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name"Agent").

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. FAMILY ROOM ENTERTAINMENT CORPORATION The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ [ ] ________ shares of the Common Stock covered by such Warrant; or ___ [ ] the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ [ ] $__________ in lawful money of the United States; and/or ___ [ ] the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ [ ] the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _______________________________________________ whose address is _______ whose address is ______________________________________________________________ ______________________________________ _. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : -------------------- --------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- -------------------------------------------- -------------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. FAMILY ROOM ENTERTAINMENT CORPORATION to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. FAMILY ROOM ENTERTAINMENT CORPORATION with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ----------------------- ------------------------------ ----------------------- Transferees Percentage Transferred Number Transferred ----------------------- ------------------------------ ----------------------- ----------------------- ------------------------------ ----------------------- ----------------------- ------------------------------ ----------------------- ----------------------- ------------------------------ ----------------------- Dated: ______________, ___________ ----------------------------------------- ------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ----------------------------------- ------------------------------------------ (Name) ----------------------------------------- ------------------------------------------ (Addressaddress) ACCEPTED AND AGREED: ------------------------------------------ [TRANSFEREE] ----------------------------------------- ----------------------------------------- ------------------------------------------ (Addressaddress) ----------------------------------------- ----------------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Internet Venture Group, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _______________________________ The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act") or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ------------------------------------ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Internet Venture Group, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Internet Venture Group, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- =========================== ====================== ======================= Percentage Number TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- --------------------------- ---------------------- ----------------------- --------------------------- ---------------------- ----------------------- --------------------------- ---------------------- ----------------------- =========================== ====================== ======================= Dated: , ______________, _________________ ----------------------------------------- ----------------- ---- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------ (Name) ----------------------------------------- (Addressaddress) ------------------------------ ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. By: /s/ Declan French ------------------ Name: Declan French /s/ Xxxxx XxXxx Title: Chief Executive Officer --------------- EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Thinkpath Inc. 000 Xxxxxxxxx Xxxxxxxxx Xxxxxxxx, Xxxxxxx, Xxxxxx X0X 0X0 Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ________ ________ shares of the Common Stock common stock covered by such Warrantwarrant; or ________ the maximum number of shares of Common Stock common stock covered by such Warrant warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ________ $__________ in lawful money of the United States; and/or ________ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ________ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ ---------------------------------------------------------------. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : --------------------- ---------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) : -------------------------- -------------------------- EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to Thinkpath Inc. into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Thinkpath Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name).

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (the due execution of this Stock Purchase Warrant as of the date first written above with the intent to be signed only on exercise of Warrant) TOlegally bound. NEW ENGLAND AUDIO CO., INC. By: BRAVO! FOODS INTERNATIONAL CORP. /s/ Jeffxxx X. Xxxxx ------------------------------------- Title: President ----------------------------------- ANNEX A to Warrant [SUBSCRIPTION FORM TO BE EXECUTED UPON EXERCISE OF THE WARRANT] The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares undersigned registered holder of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such within Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price hereby (1) subscribes for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to ________________ shares which the undersigned is entitled to purchase under the terms of the within Warrant, (2) makes the full cash payment therefor called for by the within Warrant, and (3) directs that the shares issuable upon exercise of said Warrant be issued as follows: ---------------------------------------- (Name) Signature: ------------------------------ Dated: --------------------------------- ANNEX B to Warrant [TO BE EXECUTED TO EFFECT A TRANSFER OF THE WARRANT] FOR VALUE RECEIVED ________________________ hereby sells, assigns, and transfers unto __________________________________, the right to purchase shares evidenced by the within Warrant, and does hereby irrevocably constitute and appoint ________________________________________ whose address is to transfer such right on the books of Company, with full power of substitution. ---------------------------------------- (Name) Signature: ------------------------------ Dated: --------------------------------- ANNEX C to Warrant [TO BE EXECUTED TO EFFECT AN EXCHANGE OF THE WARRANT] The undersigned registered holder of the within Warrant hereby directs the Company to exchange said Warrant for like warrants in the following denominations: _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREEDSignature: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)------------------------------

WITNESS. EXHIBIT By: ------------------------------- ------------------------------- Name: ------------------------------- ------------------------------- Title: -------------------------- ------------------------------- Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Science Dynamics Corporation Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): _________ ________ shares of the Common Stock covered by such Warrant; or _________ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): _________ $__________ in lawful money of the United States; and/or _________ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or _________ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ----------------------------------- ----------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)------------------------------------ ------------------------------------

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Creative Vistas, Inc. Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ------------------- ---------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)---------------------------------------------- ----------------------------------------------

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares facsimile signature of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment proper officers of the full purchase price for such shares at the price per share provided for in such Warrant, which is $Company and its corporate seal. Dated as of ___________. Such payment takes the form of (check applicable box or boxes): _, ___ $__. ATTEST: ALLIANT ENERGY CORPORATION _____________________________________ in lawful money of the United States; and/or By: ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _____________________________ shares of Common Stock (using a Fair Market Value of $Title: _________________________ per share for purposes of this calculation); and/or Countersigned: XXXXX FARGO BANK, N. A. By: _______________________________ Authorized Signature [Form of Reverse Side of Right Certificate] FORM OF ASSIGNMENT (To be executed by the cancellation of registered holder if such number of shares of Common Stock as is necessaryholder desires to transfer the Right Certificate.) FOR VALUE RECEIVED _______________________________ hereby sells, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, assigns and delivered to transfers unto ___________________________________________________________ whose (Please print name and address is of transferee) _____________________________________________________________ this Right Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint ___________________ Attorney, to transfer the within Right Certificate on the books of the within-named Company, with full power of substitution. Dated:____________,____ _____________________________________ Signature Signature Medallion Guaranteed: The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). _____________________________________ Signature [Form of Reverse Side of Right Certificate — continued] FORM OF ELECTION TO PURCHASE (To be executed if holder desires to exercise the Right Certificate.) To ALLIANT ENERGY CORPORATION: The undersigned hereby irrevocably elects to exercise __________________ Rights represented by this Right Certificate to purchase the Common Shares issuable upon the exercise of such Rights and requests that certificates for such Common Shares be issued in the name of: Please insert social security or other identifying number _________________________________________________________________________________ . The undersigned represents (Please print name and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:address) _________________________________________________________________________________ ----------------------------------------- (Signature must conform to If such number of Rights shall not be all the Rights evidenced by this Right Certificate, a new Right Certificate for the balance remaining of such Rights shall be registered in the name of holder as specified on the face of the Warrantand delivered to: Please insert social security or other identifying number _________________________________________________________________________________ (Please print name and address) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- _________________________________________________________________________________ Dated: ______________, ____ _____________________________________ ----------------------------------------- (Signature Signature Medallion Guaranteed: Signatures must conform to name be guaranteed by a member firm of holder as specified on the face a registered national securities exchange, a member of the Warrant) Signed Financial Industry Regulatory Authority, or a commercial bank or trust company having an office or correspondent in the presence of: --------------------------------- ----------------------------------------- United States. [Form of Reverse Side of Right Certificate — continued] The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Nameas defined in the Rights Agreement). _____________________________________ Signature

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The Recovery Network, Inc. The undersigned, pursuant to the provisions set forth in holder of the attached Warrant (No.____)within Warrant, hereby irrevocably elects to exercise this Warrant for, and to purchase (check applicable box): thereunder, ___ ___________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned Recovery Network, Inc. and herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessarytherefor, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned and requests that the certificates for such shares be issued in the name of, and delivered to whose address is _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- -------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ------------------------------------ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. The Recovery Network, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. The Recovery Network, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ======================== =================== ======================= Transferees Percentage Number Transferred Transferred ======================== =================== ======================= Dated: , 19___ ______________, _________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------- (Name) ----------------------------------------- (Addressaddress) ------------------------------- ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares facsimile signature of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment proper officers of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________Company and its corporate seal. Such payment takes the form Dated as of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to ____________, _________________________________________ whose address is __________________. FIRST BUSINESS FINANCIAL SERVICES, INC. Attest:_______________________________ ____________________________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. DatedBy:__________________________________ ----------------------------------------- (By:__________________________________ Title:_________________________________ Title:_________________________________ Countersigned: By: _______________________________ Authorized Signature must conform to name [Form of holder as specified on the face Reverse Side of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B Right Certificate] FORM OF TRANSFEROR ENDORSEMENT ASSIGNMENT (To be signed only on executed by the registered holder if such holder desires to transfer of Warrantthe Right Certificate.) For value received, the undersigned FOR VALUE RECEIVED _______________________________ hereby sells, assigns, assigns and transfers unto the person(s________________________________________________________ (Please print name and address of transferee) named below under the heading "Transferees" the right represented by _____________________________________________________________ this Right Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint ___________________ Attorney, to transfer the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right Right Certificate on the books of BRAVO! FOODS INTERNATIONAL CORP. the within-named Company, with full power of substitution in the premisessubstitution. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ____ _____________________________________ ----------------------------------------- Signature Signature Guaranteed: The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). _____________________________________ Signature must conform [Form of Reverse Side of Right Certificate — continued] FORM OF ELECTION TO PURCHASE (To be executed if holder desires to exercise the Right Certificate.) To FIRST BUSINESS FINANCIAL SERVICES, INC.: The undersigned hereby irrevocably elects to exercise __________________ Rights represented by this Right Certificate to purchase the Common Shares issuable upon the exercise of such Rights and requests that certificates for such Common Shares be issued in the name of: Please insert social security or other identifying number (Please print name and address) If such number of Rights shall not be all the Rights evidenced by this Right Certificate, a new Right Certificate for the balance remaining of such Rights shall be registered in the name of holder as specified on the face and delivered to: Please insert social security or other identifying number (Please print name and address) Dated: ____________, ____ _____________________________________ Signature Signature Guaranteed: Signatures must be guaranteed by a member firm of a registered national securities exchange, a member of the Warrant) Signed Financial Industry Regulatory Authority, or a commercial bank or trust company having an office or correspondent in the presence of: --------------------------------- ----------------------------------------- United States. [Form of Reverse Side of Right Certificate — continued] The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Nameas defined in the Rights Agreement). _____________________________________ Signature

WITNESS. By: ------------------------------- Name: ------------------------------- Title: --------------------------------- ------------------------------- EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The eLEC Communications Corp. 75 South Broadway, Suite 302 White Plains, New York 10601 Xxxxxxxxx: Xxxxx Xxxxxxxxx Xxxxxxx Xxx undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ , in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ----------------------- -------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) : ------------------------------ ------------------------------ EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to eLEC Communications Corp. into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. eLEC Communications Corp. with full power of substitution in the premises. ---------------------------------------- Percentage Number Transferees Address Transferred Transferred ----------- ------- ----------- ----------- -------------------------------------- ----------------------------------- ----------------- ---------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- ----------------------------------- ----------------- ---------------- -------------------------------------- ----------------------------------- ----------------- ---------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ----------------------------------- ----------------- ---------------- Dated: ______________, ___________ ----------------------------------------- ----------------------- -------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence ofAddress: --------------------------------- ----------------------------------------- ------------------------------ ------------------------------ SIGNED IN THE PRESENCE OF: -------------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ---------------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares facsimile signature of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment proper officers of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________Company and its corporate seal. Such payment takes the form Dated as of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to __________________________. ATTEST: GARTNER, INC. By: By: ------------------------- ----------------------- Secretary President Countersigned: MELLON INVESTOR SERVICES LLC, as Rights Agent By: -------------------------- Its: ------------------------- Form of Reverse Side of Class A Rights Certificate FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Class A Rights Certificate) FOR VALUE RECEIVED ____________________________________ whose hereby sells, assigns and transfers unto ----------------------------------------------------------- (Please print name and address is __________________of transferee) ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- this Class A Rights Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint _______________________________ _____________Attorney, to transfer the within Class A Rights Certificate on the books of the within-named Company, with full power of substitution. Dated: , -------------- ----- ------------------------- Signature Signature Guaranteed: Signatures must be guaranteed by an eligible guarantor institution (a bank, stockbroker, savings and loan association or credit union with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. Guarantees by a notary public are not acceptable. Form of Reverse Side of Class A Rights Certificate -- continued NOTICE The signature in the foregoing Forms of Assignment and Election must conform to the name as written upon the face of this Class A Rights Certificate in every particular, without alteration or enlargement or any change whatsoever. Form of Reverse Side of Class A Rights Certificate -- continued FORM OF ELECTION TO PURCHASE (To be executed if holder desires to exercise the Class A Rights Certificate) To: -------------------------- The undersigned hereby irrevocably elects to exercise _________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right Class A Rights represented by the within Warrant this Class A Rights Certificate to purchase the percentage and number of shares one-thousandths of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which a Preferred Share issuable upon the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) exercise of such person(s) Class A Rights and appoints each requests that certificates for such person Attorney to transfer its respective right on the books number of BRAVO! FOODS INTERNATIONAL CORP. with full power one-thousandths of substitution a Preferred Share issued in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- name of: Please insert social security or other identifying number: ------------------------------ ----------------------------------------------------------- (Please print name and address) ----------------------------------------------------------- ----------------------------------------------------------- If such number of Class A Rights shall not be all the Class A Rights evidenced by this Class A Rights Certificate, a new Class A Rights Certificate for the balance remaining of such Class A Rights shall be registered in the name of and delivered to: Please insert social security or other identifying number: ------------------------- ----------------------------------------------------------- (Please print name and address) ----------------------------------------------------------- ----------------------------------------------------------- Dated: ______________---------------- -------------------------- Signature Signature Guaranteed: Signatures must be guaranteed by an eligible guarantor institution (a bank, ___________ ----------------------------------------- (Signature must conform stockbroker, savings and loan association or credit union with membership in an approved signature guarantee medallion program) pursuant to name of holder as specified on the face Rule 17Ad-15 of the Warrant) Signed in Securities Exchange Act of 1934, as amended. Guarantees by a notary public are not acceptable. CLASS A CERTIFICATE The undersigned hereby certifies by checking the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)appropriate boxes that:

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Go Online Networks Corporation The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- _______________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- _______________________________________ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Go Online Networks Corporation to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Go Online Networks Corporation with full power of substitution in the premises. ======================================== ===================================== ===================================== Transferees Percentage Number Transferred Transferred ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ------------------------------------- ------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------------------------- ------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------------------------- ------------------------------------- ======================================== ===================================== ===================================== Dated: , __ ___ ______________, ______________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------------ (Name) ----------------------------------------- (Addressaddress) ------------------------------------ ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. WITNESS: /s/ Illegible ---------------------------- ------------------------------- EXHIBIT A FORM "A" LETTER OF SUBSCRIPTION (to be signed only on exercise GUARANTEE Letter of Warrant) TOGuarantee NO.: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to Date: ____________________________________,2003 Gentlemen: We hereby open our irrevocable letter of guarantee number _________________ whose address is in favour of (hereinafter called the "BUYER") for account of Hyundai Mipo Dockyard Co., Ltd., Ulsan, Korea (hereinafter called the "BUILDER") as follows in connection with the shipbuilding contract dated _______________, 2003 (hereinafter called "CONTRACT") made by and between the BUYER and the BUILDER for the construction of ----------------------------------- having the BUILDER's Hull No. ______________ (hereinafter called the "VESSEL"). If, in connection with the terms of the CONTRACT, the BUYER shall become entitled to a refund of the advance payments made to the BUILDER prior to the delivery of the VESSEL, we hereby irrevocably guarantee as prime obligator and not merely as a surety the repayment of the same to the BUYER within thirty (30) days after demand not exceeding US$ (Say U.S. Dollars __________________________ _______________________________ only) together with interest thereon at the rate of __________ per cent (__%) per annum from the date following the date of receipt by the BUILDER to the date of remittance by telegraphic transfer of such refund. The undersigned represents and warrants that all offers and sales amount of this guarantee will be automatically increased upon the BUILDER's receipt of the respective instalment, each time by the undersigned amount of instalment plus interest thereon as provided in the securities issuable upon exercise CONTRACT, but in any eventuality the amount of this guarantee shall not exceed the within Warrant shall be made pursuant to registration total sum of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:US$ __________________________ ----------------------------------------- (Signature must conform to name Say U.S. Dollars _________________ only) plus interest thereon at the rate of holder as specified on __________ per cent (__%) per annum from the face date following the date of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on BUILDER's receipt of each instalment to the date of remittance by telegraphic transfer of Warrantthe refund. However, in the event of cancellation of the CONTRACT being based on delays due to Force Majeure or other causes beyond the control of the BUILDER, the interest rate of refund shall be reduced to ___________ per cent (__%) For value receivedper annum as provided in Article X of the CONTRACT. This letter of guarantee is available (subject to the third paragraph hereof) against the BUYER's simple receipt and signed statement certifying that the BUYER's demand for refund has been made in conformity with Article X of the CONTRACT and the BUILDER has failed to make the refund. In case any refund is made to the BUYER by the BUILDER or by us under this Letter of Guarantee, our liability hereunder shall be automatically reduced by the amount such refund. It is hereby understood that payment of any interest provided herein is by way of liquidated damages due to cancellation of the CONTRACT and not by way of compensation for use of money. Notwithstanding the provisions hereinabove, in the event that within thirty (30) days from the date of your claim to the BUILDER referred to above, we receive notification from you or the BUILDER accompanied by written confirmation to the effect that your claim to cancel the CONTRACT or your claim for refundment thereunder has been disputed and referred to arbitration in accordance with the provisions of the CONTRACT, we shall under this guarantee, refund to you the sum adjudged to be due to you by the BUILDER pursuant to the award made under such arbitration immediately upon receipt from you of a demand for the sums so adjudged and a copy of the award. This letter of guarantee shall become null and void upon receipt by the BUYER of the sum guaranteed hereby or upon acceptance by the BUYER of the delivery of the VESSEL in accordance with the terms of the CONTRACT and, in either case, this letter of guarantee shall be returned to us. This letter of guarantee is assignable and valid from the date of this letter of guarantee until such time as the VESSEL is delivered by the BUILDER to the BUYER in accordance with the provisions of the CONTRACT. All payments by us under this Letter of Guarantee shall be made without any set-off or counterclaim and without deduction or withholding for or on account of any taxes, duties, or charges whatsoever unless we are compelled by law to deduct or withhold the same. In the latter event, we shall make the minimum deduction or withholding permitted and will pay such additional amounts as may be necessary in order that the net amount received by you after any such deduction or withholding shall equal the amount which would have been received had no such deduction or withholding been required to be made. We hereby confirm that we are permitted by the law of the Republic of Korea to issue guarantee with this wording and especially to designate English law and London as place of jurisdiction. We hereby confirm that we have obtained all necessary approvals and authorizations to issue this Letter of Guarantee and that we are authorized to effect payment thereunder in foreign currency in case of utilization. This guarantee shall be governed by and construed in accordance with the laws of England and the undersigned hereby sells, assigns, and transfers unto submits to the person(s) named below under non-exclusive jurisdiction of the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number courts of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) England and appoints each _____________________________ to receive service of proceedings in such person Attorney to transfer courts on its respective right behalf. Very truly yours, for and on the books behalf of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- DatedBy ------------------------------------- Name : --------------------------------- Title : -------------------------------- EXHIBIT "B" Hyundai Mipo Dockyard Co., Ltd. 1381, Bangeo-Dong, Dong-Ku, Ulsan, 682-712 Date : ______________, 2003 Korea PERFORMANCE GUARANTEE Gentlemen, In consideration of your executing a shipbuilding contract (hereinafter called the "CONTRACT") dated _______________________, 2003 with ________________ ----------------------------------------- ___________________________(Signature must conform to name hereinafter called the "BUYER") providing for the construction of holder as specified on _______________________________________ having the face BUILDER's Hull No. ______________ (hereinafter called the "VESSEL"), and providing, among other things, for payment of the Warrantcontract price amounting to United States Dollars __________________ only (US$ ___________________) Signed for the VESSEL, prior to, upon and after the delivery of the VESSEL, the undersigned, as a primary obligor and not as a surety merely, hereby unconditionally and irrevocably guarantees to you, your successors and assigns, the due and faithful performance by the BUYER of all its liabilities and responsibilities under the CONTRACT and any supplements, amendments, changes or modifications hereinafter made thereto including but not limited to, due and prompt payment of the contract price (whether on account of principal, interest or otherwise) by the BUYER to you, your successors and assigns under the CONTRACT, notwithstanding any obligation of the BUYER being or becoming unenforceable by defect in or want of its powers, (hereby expressly waiving notice of any such supplement, amendment, change or modification as may be agreed to by the presence BUYER) and confirms that this guarantee shall be fully applicable to the CONTRACT whether so supplemented, amended, changed or modified and if it shall be assigned by the BUYER in accordance with the terms of the CONTRACT. This guarantee will expire on delivery of the VESSEL to the BUYER. The undersigned hereby certifies, represents and warrants that all acts, conditions and things required to be done and performed and to have occurred precedent to the creation and issuance of this guarantee, and to constitute the guarantee the valid and legally binding obligation of the undersigned enforceable in accordance with its terms have been done and performed and have occurred in due and strict compliance with applicable laws. The payment by the undersigned under this guarantee shall be made forthwith upon receipt by us of written demand from you including a statement that the BUYER is in default of payment of the amounts (including, but not limited to, the instalment(s) payable prior to or upon delivery of the VESSEL) that were due under the CONTRACT, without requesting you to take any or further procedure or step against the BUYER. In the event that any withholding or deduction is imposed by any law, the undersigned will pay such additional amount as may be necessary in order that the actual amount received after deduction or withholding shall equal to the amount that would have been received if such deduction or withholding were not required. This guarantee shall be governed by and interpreted in accordance with the laws of England and the undersigned hereby submits to the non-exclusive jurisdiction of the Courts of England and appoints ____________________________ to receive service of proceedings in such courts on its behalf. Very truly yours, For and on behalf of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares facsimile signature of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment proper officers of the full purchase price for such shares at the price per share provided for in such Warrant, which is $Company and its corporate seal. Dated as of ___________. Such payment takes the form of (check applicable box or boxes): ___ $__, ______. ATTEST: XXXXXXXXX INDUSTRIES, INC. _____________________________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to By_________________________ Countersigned: CONTINENTAL STOCK TRANSFER & TRUST COMPANY By________________________________________ Authorized Officer Form of Reverse Side of Right Certificate FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Right Certificate) FOR VALUE RECEIVED ___________________________________________ whose address is __________hereby sells, assigns and transfers unto _______________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________________________________ ----------------------------------------- (Signature must conform to Please print name and address of holder as specified on the face of the Warranttransferee) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received________________________________________________________________________________ this Right Certificate, the undersigned hereby sellstogether with all right, assignstitle and interest therein, and transfers unto the person(s) named below under the heading "Transferees" the right represented by does hereby irrevocably constitute and appoint _________________________ Attorney, to transfer the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right Right Certificate on the books of BRAVO! FOODS INTERNATIONAL CORP. the within-named Company, with full power of substitution in the premisessubstitution. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, __________________ ----------------------------------------- Signature Signature Guaranteed: Signatures must be guaranteed by a participant in a Securities Transfer Association ("STA") recognized signature program. ________________________________________________________________________________ The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). ________________________________ Signature Form of Reverse Side of Right Certificate -- continued FORM OF ELECTION TO PURCHASE (To be executed if holder desires to exercise Rights represented by the Right Certificate) To: XXXXXXXXX INDUSTRIES, INC. The undersigned hereby irrevocably elects to exercise Rights represented by this Right Certificate to purchase the Preferred Shares issuable upon the exercise of such Rights and requests that certificates for such Preferred Shares be issued in the name of: Please insert social security or other identifying number ________________________________________________________________________________ (Please print name and address) ________________________________________________________________________________ If such number of Rights shall not be all the Rights evidenced by this Right Certificate, a new Right Certificate for the balance remaining of such Rights shall be registered in the name of and delivered to: Please insert social security or other identifying number ________________________________________________________________________________ (Please print name and address) ________________________________________________________________________________ Dated: ____________________________ Signature Signature Guaranteed: Signatures must be guaranteed by a participant in a Securities Transfer Association ("STA") recognized signature program. Form of Reverse Side of Right Certificate -- continued ________________________________________________________________________________ The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). _______________________________ Signature ________________________________________________________________________________ NOTICE The signature in the Form of Assignment or Form of Election to Purchase, as the case may be, must conform to the name of holder as specified on written upon the face of this Right Certificate in every particular, without alteration or enlargement or any change whatsoever. In the Warrant) Signed event the certification set forth above in the presence of: --------------------------------- ----------------------------------------- Form of Assignment or the Form of Election to purchase, as the case may be, is not completed, the Company and the Rights Agent will deem the beneficial owner of the Rights evidenced by this Right Certificate to be an Acquiring Person or an Affiliate or Associate thereof (Nameas defined in the Rights Agreement) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)and such Assignment or Election to Purchase will not be honored.

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): [___ ] ________ shares of the Common Stock covered by such Warrant; or [___ ] the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): [___ ] $__________ in lawful money of the United States; and/or [___ ] the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or [___ ] the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is ______________________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : -------------------- ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ---------------------------------------- ---------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- -------------------------------------------------------------------------------- Transferees Percentage Transferred Number Transferred -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Dated: ______________, ___________ ----------------------------------------- -------------------- ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- -------------------------- ---------------------------------------- (Name) ----------------------------------------- ---------------------------------------- (Addressaddress) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- -------------------------- ---------------------------------------- (Name) ---------------------------------------- (address)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. CANWEST PETROLEUM CORPORATION The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ |_| ________ shares of the Common Stock covered by such Warrant; or ___ |_| the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ |_| $__________ in lawful money of the United States; and/or ___ |_| the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ |_| the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________ whose address is _________________________ whose address is ________________________________________________________ ________________________________________ Number of Shares of Common Stock Beneficially Owned on the date of exercise: Less than five percent (5%) of the outstanding Common Stock of Canwest Petroleum Corporation. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- _________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- _________________________________________ _________________________________________ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. CANWEST PETROLEUM CORPORATION to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. CANWEST PETROLEUM CORPORATION with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- -------------------------------------------------------------------------------- Transferees Percentage Transferred Number Transferred -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Dated: _:_____________, ______ _________________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- _________________________________ _________________________________________ (Name) ----------------------------------------- _________________________________________ (Addressaddress) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- _________________________________ _________________________________________ (Name) _________________________________________ (address)

WITNESS. EXHIBIT A FORM Director (Signature) (Signature) ......................... (Print Full Name) ......................... (Address) 75 <PAGE> THIS IS THE SCHEDULE REFERRED TO IN THE FOREGOING DECLARATION OF SUBSCRIPTION TRUST AMONG HALIFAX PLC, PERMANENT MORTGAGES TRUSTEE LIMITED, PERMANENT FUNDING (to be signed only on exercise of WarrantNO. 1) TO: BRAVO! FOODS INTERNATIONAL CORPLIMITED AND PERMANENT FUNDING (NO. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2) LIMITED DETAILS OF SCOTTISH LOANS AND RELATED SECURITY 1. 2. The undersigned herewith makes payment 3. 4. 5. 6. 7. Account Address Borrowers' Title Registration/ Sum Due Date of the Loan No. full purchase price for such shares at the price per share provided for in such Warrant, which is $names Number/ Recording Date Agreement County ___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is Attorney Halifax plc ______________________________________________________ Director Permanent Mortgages Trustee Limited ______________________________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended Director Permanent Funding (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:No.1) Limited ______________________________________________________ ----------------------------------------- Director Permanent Funding (Signature must conform No.2) Limited 76 <PAGE> SCHEDULE 16 FORM OF MEMORANDUM OF RELEASE Permanent Mortgages Trustee Limited 00 Xxxxxxxxx Xx Xxxxxx Xxxxxx XX0 0XX Channel Islands [*] Halifax Plc XX/0/0/XXX Xxxxxxx Xxxx Xxxxxxx Xxxx Xxxxxxxxx XX0 0XX Attn: Head of Mortgage Securitisation Dear Sirs, Pursuant to name CLAUSE 8.6 of holder as specified the Mortgage Sale Agreement, we hereby acknowledge: (a) that the loans detailed in the Annexure to the attached Assignment of Third Party Rights are released from the security created by the Funding 1 Deed of Charge, the Second Supplemental Funding 1 Deed of Charge [list any other supplement to the Funding 1 Deed of Charge], the Funding 2 Deed of Charge [and list any other supplement to the Funding 2 Deed of Charge]; and (b) that all further monies due and received on the face loans are now for the account of Halifax. Terms used (but not defined) herein shall have the Warrant) ----------------------------------------- ----------------------------------------- meanings given to them in the Master Definitions and Construction Schedule dated [*] signed by, amongst others, Permanent Mortgages Trustee Limited and Halifax plc. Yours faithfully .................................... For and on behalf of PERMANENT MORTGAGES TRUSTEES LIMITED 77 <PAGE> SCHEDULE 17 RE-ASSIGNMENT OF MIG POLICIES THIS DEED is made on [*] BY: 1. PERMANENT MORTGAGES TRUSTEE LIMITED (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value receivedregistered number 83116), the undersigned hereby sells, assigns, and transfers unto the person(s) named below a private limited company incorporated under the heading "Transferees" laws of Jersey, Channel Islands, whose registered office is at 00 Xxxxxxxxx, Xx Xxxxxx, Xxxxxx, XX0 0XX (the right represented by the within Warrant to purchase the percentage and MORTGAGES TRUSTEE); IN FAVOUR OF: 2. HALIFAX PLC (registered number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified 02367076), a public limited company incorporated under the headings "Percentage Transferred" laws of England and "Number Transferred," respectivelyWales, opposite whose registered office is at Xxxxxxx Xxxx, Xxxxxxx, Xxxx Xxxxxxxxx XX0 0XX (the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (NameSELLER).

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (BUYER: ------- ------ ABP CORPORATION /S/Xxxxxx X. xxx Xxxxx By /S/Xxxxxxx X. Xxxxxxx ---------------------- --------------------- Xxxxxx X. xxx Xxxxx Name: Xxxxxxx X. Xxxxxxx Title: President SELLER: ------- AU BON PAIN CO., INC. /S/Xxxxxxx X. Xxxxxxx By /S/Xxxxxx X. Xxxxxx ---------------------- ------------------- Xxxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxx Title: Co-Chairman and Chief Executive Officer ABPH: ----- ABP HOLDINGS, INC. /S/Xxxxxxx X. Xxxxxxx By /S/Xxxxxx X. Xxxxxx ---------------------- --------------------- Xxxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxx Title: President Disclosure Schedules to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersignedthe Stock Purchase Agreement dated August 12, 1998 among Au Bon Pain Co., Inc., ABP Holdings, Inc. and ABP Corporation These disclosure schedules are delivered pursuant to the provisions Stock Purchase Agreement dated August 12, 1998, by and among Au Bon Pain Co., Inc., ABP Holdings, Inc. and ABP Corporation. The captions, headings, organization of, and index to, these Disclosure Schedules and any cross references herein to the Agreement are for convenience of reference only and in no way define, limit or describe the scope of the matters set forth herein. Matters set forth herein under any one or more schedule or with respect to any particular matter referenced in the Agreement are disclosed for all purposes under the Agreement, whether or not express cross references are provided. Capitalized terms used in the Schedules and not otherwise defined shall have the meanings set forth in the attached Warrant (No.____), hereby irrevocably elects Agreement. INDEX TO DISCLOSURE SCHEDULES & EXHIBITS ---------------------------------------- Schedule Description -------- ----------- Schedule 2.03(a) Store by Store Listing Schedule 2.06 Special Provisions for Certain Leases Schedule 3.01 Organization and Good Standing Schedule 3.02(a) Capital Stock Schedule 3.03(b) Conflicts Schedule 3.04 Consents Schedule 3.05 ABP Division Financial Statements Schedule 3.06 Lawsuits and Proceedings Schedule 3.07 Compliance with Laws Schedule 3.08 Compliance with Licenses and Permits Schedule 3.09 Insurance Schedule 3.10 Material Contracts Schedule 3.11(e) Taxes Schedule 3.11(g) Waivers of Statutes of Limitations Schedule 3.12 Banks Schedule 3.14 Affiliate Transactions Schedule 3.15 Intellectual Property Schedule 3.16 Extraordinary Transactions Schedule 3.19 Employees Schedule 3.20 Employment Matters Schedule 3.21 Employee Benefit Matters Schedule 3.23 Leased Real Property Schedule 3.24 Title to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; Assets Schedule 4.08 SLB Rights Schedule 5.01(a) Closed Stores or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant Stores to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)Closed Schedule 6.01 Potential Buyer Franchise Locations Exhibit Description ------- -----------

WITNESS. By: ----------------------------------- Name: ----------------------------------- ------------------------------- Title: ----------------------------------- EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Trinity Learning Corporation Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): _________ _________ shares of the Common Stock covered by such Warrant; or _________ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): _________ $__________ in lawful money of the United States; and/or _________ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or _________ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is is_______________________________________________________________. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act") or pursuant to an exemption from registration under the Securities Act. Dated:_______________________ _________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) Address:_________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to Trinity Learning Corporation into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Trinity Learning Corporation with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Percentage Number Transferees Address Transferred Transferred ----------- ------- ----------- ----------- ---------------------- ------------------------- ----------------------- ----------------------- ---------------------- ------------------------- ----------------------- ----------------------- ---------------------- ------------------------- ----------------------- ----------------------- ---------------------- ------------------------- ----------------------- ----------------------- Dated: :______________, _________ _________________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence ofAddress:_________________________________ _________________________________ SIGNED IN THE PRESENCE OF: --------------------------------- ----------------------------------------- _________________________________________ (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ______________________________ (Name)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPVOIP, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to ___________________________________________ whose address is ___________ whose address is ___________________________________________________________ ________________________________________________________________________________ . ________________________________________________________________________________ Number of Shares of Common Stock Beneficially Owned on the date of exercise: Less than five percent (5%) of the outstanding Common Stock of VoIP, Inc.. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ : -------------------- ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPVOIP, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPVOIP, INC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- --------------------------------------------------------------------------- Transferees Percentage Transferred Number Transferred --------------------------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- -------------------------------------------------------------------------------- Transferees Percentage Transferred Number Transferred -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Dated: ______________, ___________ ----------------------------------------- (--------------,---- ---------------------------------------- Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- ------------------------------- ---------------------------------------- ---------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- ------------------------------- ---------------------------------------- ---------------------------------------- (Address) ----------------------------------------- (Name)

WITNESS. XRG, INC., a Delaware corporation By: Title: Dated: Chief Executive Officer July ___, 2005 EXHIBIT A "A" FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPXRG, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.. ____), hereby irrevocably elects to purchase (check applicable box): ___ _¨ _______ shares of the Common Stock covered by such Warrant; or ___ ¨ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $____________. Such payment takes the form of (check applicable box or boxes): ¨ $___ $__________ in lawful money of the United States; and/or ___ ¨ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ ¨ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT "B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPXRG, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. XRG, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Transferees Percentage Transferred Number Transferred Dated: ______________, ________20___ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)

WITNESS. EXHIBIT 9 Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPRNETXxxxxx.xxx, Xxc. The undersigned, pursuant to the provisions set forth in holder of the attached Warrant (No.____)within Warrant, hereby irrevocably elects to exercise this Warrant for, and to purchase (check applicable box): ___ thereunder, ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2of RNETXxxxxx.xxx, Xxc. The undersigned and herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessarytherefor, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned and requests that the certificates for such shares be issued in the name of, and delivered to to_______ whose address is_____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ------------------ --------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- --------------------------------------------- (Address) EXHIBIT 10 Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPRNETXxxxxx.xxx, Xxc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPRNETXxxxxx.xxx, Xxc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ================================================================================ Transferees Percentage Number Transferred Transferred -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- ================================================================================ Dated: :_______________, _________19__ ----------------------------------------- ------------------------------------------------ (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ---------------------------- ------------------------------------------------ (Name) ----------------------------------------- (Addressaddress) ------------------------------------------------ ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ---------------------------- (Name)

WITNESS. s/ Xxxxx Xx ----------------------------- Xxxxx Xx EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Diamond Entertainment Corporation The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ to the cancellation of such number of shares of Common Stock as is extent necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is ______________________________________________________________ _______________________________________________________________________________ Number of Shares of Common Stock Beneficially Owned on the date of exercise: Less than five percent (5%) of the outstanding Common Stock of Diamond Entertainment Corporation The undersigned represents and warrants that the representations and warranties in Section 4 of the Subscription Agreement (as defined in this Warrant) are true and accurate with respect to the undersigned on the date hereof. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- ____________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ____________________________________________ ____________________________________________ (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Diamond Entertainment Corporation to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Diamond Entertainment Corporation with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- -------------------------- --------------------------- ------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- -------------------------- --------------------------- ------------------------- -------------------------- --------------------------- ------------------------- -------------------------- --------------------------- ------------------------- -------------------------- --------------------------- ------------------------- Dated: ______________, _________ ____________________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ________________________________ ____________________________________________ (Name) ----------------------------------------- ____________________________________________ (Addressaddress) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ________________________________ ____________________________________________ (Name) ____________________________________________ (address)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to ____________________________________ whose address is __________________ whose address is _______________________________________________________________ ________________________________________________________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- ___________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ___________________________________________ ___________________________________________ (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- Transferees Percentage Transferred Number Transferred ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- ---------------------------- --------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------------- --------------------------------------- (Name) ----------------------------------------- --------------------------------------- (Addressaddress) ACCEPTED AND AGREED: --------------------------------------- [TRANSFEREE] ----------------------------------------- ----------------------------------------- --------------------------------------- (Addressaddress) ----------------------------------------- -------------------------------------- (Name)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. COMPANY The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- _______________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- _______________________________________ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Xxxxxx, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Xxxxxx, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ================================== ================== ================= Transferees Percentage Number ----------- Transferred Transferred ---------------------------------- ------------------ ----------------- ---------------------------------- ------------------ ----------------- ---------------------------------- ------------------ ----------------- ---------------------------------- ------------------ ----------------- ---------------------------------- ------------------ ----------------- ---------------------------------- ------------------ ----------------- ================================== ================== ================= Dated: ______________-----------------, ___________ ----------------------------------------- ---- ------------------------------------ (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------------ (Name) ----------------------------------------- (Addressaddress) ------------------------------------ ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ------------------------------- ------------------------------------ (Name)) (address) ------------------------------------ EXHIBIT C FORM OF OPINION

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares facsimile signature of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment proper officer of the full purchase price for such shares at the price per share provided for in such Warrant, which is $Corporation and of its corporate seal. Date: ___________. Such payment takes the form of (check applicable box or boxes): ___ $_______________________ in lawful money of the United States; and/or FLOTEK INDUSTRIES INC. By: ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of ____________________________ shares of Common Stock (using a Fair Market Value of $c/s President Countersigned: PACIFIC CORPORATE TRUST COMPANY By: _________________________________ per share for purposes of this calculation); and/or Authorized Signatory 45 FORM OF ASSIGNMENT (To be attached to each Rights Certificate) (to be executed by the registered holder if such holder desires to transfer the Rights Certificate) FOR VALUE RECEIVED ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to __________________________________________________________ whose hereby sells, assigns and transfers unto ---------------------------------------- (Please print name and address is _____________of transferee) -------------------------------------------- -------------------------------------------- -------------------------------------------- the Rights represented by this Rights Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint ____________________________________ , as attorney, to transfer the within rights on the books of the Corporation, with full power of substitution. Date: _________________________ Signature Guaranteed: ___________________________________ Signature (Signature must correspond to name as written upon the face of this Rights Certificate in every particular, without alteration or enlargement or any change whatsoever.) Signature must be guaranteed by a member firm of a recognized stock exchange in Canada or a commercial bank or trust company having an office or correspondent in Canada. -------------------------------------------------------------------------------- (to be completed if true) The undersigned represents hereby represents, for the benefit of all holders of Rights and warrants Common Shares, that all offers and sales the Rights evidenced by this Rights Certificate are not, and, to the undersigned knowledge of the securities issuable upon exercise undersigned, have never been, Beneficially Owned by an Acquiring Person or an Affiliate or Associate thereof or any Person acting jointly or in concert with any of the within Warrant shall foregoing (as defined in the Rights Agreement). ----------------------------------- Signature (To be made pursuant attached to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant each Rights Certificate) FORM OF ELECTION TO EXERCISE TO: The undersigned hereby irrevocably elects to an exemption from registration under the Securities Act. Dated:exercise _________________________ ----------------------------------------- whole Rights represented by the attached Rights Certificate to purchase the Common Shares issuable upon the exercise of such Rights and requests that certificates for such Common Shares be issued to: ------------------------------------------------ (Signature must conform to name of holder as specified on the face of the WarrantName) ----------------------------------------- ----------------------------------------- ------------------------------------------------ (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT ------------------------------------------------ (To be signed only on transfer of WarrantCity, Province and Postal Code) For value received------------------------------------------------ (Social Insurance, the undersigned hereby sells, assigns, and transfers unto the person(sSocial Security or other Taxpayer Identification Number) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and If such number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which Rights shall not be all the within Warrant relates specified under Rights evidenced by this Rights Certificate, a new Rights Certificate for the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) balance of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution Rights shall be registered in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Datedname of and delivered to: ------------------------------------------------ (Name) ------------------------------------------------ (Address) ------------------------------------------------ (City, Province and Postal Code) Date: ______________, ___________ ----------------------------------------- Signature Guaranteed: ___________________________________ Signature (Signature must conform correspond to name of holder as specified on written upon the face of this Rights Certificate in every particular, without alteration or enlargement or any change whatsoever.) Signature must be guaranteed by a member firm of a recognized stock exchange in Canada or a commercial bank or trust company having an office or correspondent in Canada. -------------------------------------------------------------------------------- (to be completed if true) The undersigned hereby represents, for the Warrant) Signed benefit of all holders of Rights and Common Shares, that the Rights evidenced by this Rights Certificate are not, and, to the knowledge of the undersigned, have never been, Beneficially Owned by an Acquiring Person or an Affiliate or Associate thereof or any Person acting jointly or in concert with any of the presence of: --------------------------------- ----------------------------------------- foregoing (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Nameas defined the Rights Agreement). ----------------------------------- Signature --------------------------------------------------------------------------------

WITNESS. STEN CORPORATION /s/ Xxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx Xxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Chief Executive Officer SIGNATURE PAGE TO COMMON STOCK PURCHASE WARRANT EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TOTo: BRAVO! FOODS INTERNATIONAL CORPSTEN Corporation 00000 Xxxxxxx Xxxx., Xxx. 000 Xxxxxxxxxx, XX 00000 Attention: The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____) (the “Warrant”), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock common stock covered by such the Warrant; or ___ the maximum number of shares of Common Stock common stock covered by such the Warrant pursuant to the cashless exercise procedure set forth in Section 22 of the Warrant. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such the Warrant, which is $___$ ________. Such payment takes the form of (check applicable box or boxes): ___ $_$ _________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2 of the Warrant, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 22 of the Warrant. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "“Securities Act"), ”) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) : EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "“Transferees" ” the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to STEN Corporation (the “Company”) into which the within Warrant relates specified under the headings "“Percentage Transferred" ” and "“Number Transferred," ” respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. the Company with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)Transferees Address Percentage Transferred Number Transferred

WITNESS. BORROWER Integrated Analytical Laboratories, ------- -------- L.L.C. /s/ Xxxxx Xxxxxxxxxx /s/ Xxxxxxx Xxxxxx -------------------- ------------------ Xxxxx Xxxxxxxxxx, Secretary Xxxxxxx Xxxxxx, President ATTEST: BORROWER Environmental Waste Management ------ -------- Associates, Inc. /s/ Xxxxxx Xxxxxxxxx /s/ Xxxxxxxx X. Xxxxxxx -------------------- ----------------------- Xxxxxx Xxxxxxxxx, Secretary Xxxxxxxx X. Xxxxxxx, President ATTEST: BORROWER Integrated Analytical Laboratories, ------ -------- Inc. /s/ Xxxxx Xxxxxxxxxx /s/ Xxxxxxx Xxxxxx -------------------- ------------------ Xxxxx Xxxxxxxxxx, Secretary Xxxxxxx Xxxxxx, President EXHIBIT A B TO SECURED CREDIT AGREEMENT FACILITY B FORM OF SUBSCRIPTION PROMISSORY NOTE $ ------------------ ================================================================================ LOAN FOR VALUE RECEIVED, the Undersigned (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____"BORROWER"), hereby irrevocably elects unconditionally (and jointly and severally, if more than one) promise(s) to purchase pay to SUMMIT BANK (check applicable box): ___ ________ shares "BANK"), or order, at its offices at , New Jersey, or at such other place as may be designated in writing by Bank, the principal sum of ($ ) Dollars together with interest from the Common Stock covered by such Warrant; or ___ date hereof on the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares unpaid principal balance hereunder, computed daily, at the price RATE per share provided for in such Warrantannum indicated below, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, payable in accordance with the formula set forth particular PAYMENT SCHEDULE indicated below. Borrower authorizes Bank to effect payment of the sums due under the Note by means of debiting Borrowers' checking account. ================================================================================ RATE [To be determined in accordance with Section 22 of the related Secured Credit Agreement] A RATE based on the "Prevailing Base Rate" of Bank will change each time and as of the date that the Prevailing Base Rate of Bank changes. The Prevailing Base Rate of Bank means the fluctuating Base Rate of interest established by Bank from time to time whether or not such rate shall be otherwise published. The Prevailing Base Rate is established for the convenience of Bank. It is not necessarily Bank's lowest rate. In the event that there should be a change in the Prevailing Base Rate of Bank, such change shall be effective on the date of such change without notice to Borrower or any Guarantor, Endorser or Surety. Any such change will not effect or alter any other terms or conditions of this Note. Interest will be calculated on the basis of the actual number of days elapsed over a year of 360 days, unless otherwise prohibited by law. To the extent permitted by law, whenever there is any Event of Default under this Note, or non-payment upon demand, the RATE of interest on the unpaid principal balance shall, at the option of the Bank, be 5% in excess of the RATE of interest provided herein. Borrower acknowledges that: (i) such additional rate is a material inducement to Bank to make the loan; (ii) Bank would not have made the loan in the absence of the agreement of the Borrower to pay such additional rate; (iii) such additional rate represents compensation for increased risk to Bank that the loan will not be repaid; and (iv) such rate is not a penalty and represents a reasonable estimate of (a) the cost to Bank in allocating its resources (both personnel and financial) to the on-going review, monitoring, administration and collection of the loan and (b) compensation to Bank for losses that are difficult to ascertain. Notwithstanding any other limitations contained in this Note, Bank does not intend to charge and Borrower shall not be required to pay any interest or other fees or charges in excess of the maximum permitted by applicable law. Any payments in excess of such maximum shall be refunded to Borrower or credited against principal. The RATE shall be Prevailing Base Rate minus .50%. Interest shall accrue on the unpaid principal balance of this Note at the Rate until the entire principal balance of this Note has been paid in full notwithstanding any demand for payment, acceleration and/or the entry of any judgment against Borrower, any Guarantor or Endorser. ================================================================================ PAYMENT SCHEDULE In the event that any payment due under the Loan shall not be received by Bank within TEN (10) days of the due date, Borrower shall, to exercise this Warrant with respect the extent permitted by law, pay Bank a late charge of five percent (5%) of the overdue payment (but in no event to be less than $25.00 nor more than $2,500.00) as compensation to Bank. Any such late charge shall be in addition to all other rights and remedies to which Bank may be entitled and shall be immediately due and payable. Borrower acknowledges that (i) such late charge is a material inducement to Bank to make the loan, (ii) Bank would not have made the loan in the absence of the agreement of the Borrower to pay such late charge, and (iii) such late charge is not a penalty and represents a reasonable estimate of the cost to Bank in allocating its resources (both personnel and financial) to the maximum number additional review, monitoring, administration and collection of shares of Common Stock purchasable pursuant the loan. All payments received hereunder may be applied first to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name ofpayment of any expenses or charges payable hereunder and accrued interest, and delivered the balance only applied to _____________________________________________________ whose address is _________________________________________________ ______________________________________ principal. The undersigned represents Principal shall be paid: In equal monthly installments of $ each, commencing on , , and warrants that continuing on the same day of each successive month thereafter, with a final payment of all offers unpaid principal on April 30, 2006. Interest shall be paid: monthly commencing on , , and sales by continuing on the undersigned same day of each successive month thereafter, with a final payment of all unpaid interest at the time of the securities issuable upon exercise final payment of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)unpaid principal.

WITNESS. EXHIBIT x/ Xxxxxx Xxmenez -------------------------- Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL GLOBETEL COMMUNICATIONS CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is ________________________________________________________________________________ ________________________________________________________________________________ . Number of Shares of Common Stock Beneficially Owned on the date of exercise: Less than five percent (5%) of the outstanding Common Stock of Globetel Communications Corp.. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- _______________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- _______________________________________ _______________________________________ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL GLOBETEL COMMUNICATIONS CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL GLOBETEL COMMUNICATIONS CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)Transferees Percentage Transferred Number Transferred ----------- ---------------------- ------------------

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. iDial Networks, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is ______________________________-------------------------------------------------------------------------- The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act") or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ____________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ___ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:__________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. iDial Networks, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. iDial Networks, Inc. with full power of substitution in the premises. ======================================== ===================================== ===================================== Transferees Percentage Number Transferred Transferred ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ------------------------------------- ------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------------------------- ------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------------------------- ------------------------------------- ======================================== ===================================== ===================================== Dated: , ______________, ____________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------------ (Name) ----------------------------------------- (Addressaddress) ------------------------------------ ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPSIVAULT SYSTEMS, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is ______________________________________________________________ ______________________________________ __________________________________________. The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- _________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- _________________________________________ _________________________________________ (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPSIVAULT SYSTEMS, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPSIVAULT SYSTEMS, INC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- -------------------------------------------------------------------------------- Transferees Percentage Transferred Number Transferred -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Dated: ______________, ___________ ----------------------------------------- _______________________________________ (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ___________________________________ _______________________________________ (Name) ----------------------------------------- _______________________________________ (Addressaddress) ACCEPTED AND AGREED: _______________________________________ [TRANSFEREE] ----------------------------------------- ----------------------------------------- _______________________________________ (Addressaddress) ----------------------------------------- ___________________________________ (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Hand Brand Distribution, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____. ), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________$ . Such payment takes the form of (check applicable box or boxes): ___ $__________ $ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ $ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ------------------ --------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- --------------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Hand Brand Distribution, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Hand Brand Distribution, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE NUMBER ----------- TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ----------- ----------- Dated: ______________----------, ___________ ----------------------------------------- ---- --------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ---------------------------------- (Name) ----------------------------------------- (Addressaddress) ---------------------------------- ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ------------------------------- (Name)

WITNESS. 8 9 EXHIBIT A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Voiceflash Networks, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ [ ] ________ shares of the Common Stock covered by such Warrant; or ___ [ ] the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ [ ] $__________ in lawful money of the United States; and/or ___ [ ] the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ [ ] the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ------------------ ------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ----------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL ACCUPOLL HOLDINGS, CORP. The undersigned, pursuant to the provisions set forth in holder of the attached Warrant (No.____)within Warrant, hereby irrevocably elects to exercise this Warrant for, and to purchase (check applicable box): thereunder, ___ __________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares ACCUPOLL HOLDINGS, CORP. for an aggregate Purchase Price of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such , and herewith makes payment takes the form of (check applicable box or boxes): ___ $__________ therefore (which sum reflects the concession amount described in lawful money Section 13 of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessaryWarrant, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned and requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is ________________________________________________________________________________ ________________________________________________________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- ------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL ACCUPOLL HOLDINGS, CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL ACCUPOLL HOLDINGS, CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- -------------------------------------------------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Dated: ______________, ___________ ----------------------------------------- -------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- -------------------------- -------------------------------------------- (Name) ----------------------------------------- (Addressaddress) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- -------------------------- -------------------------------------------- (Name) (address)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPMILLENNIUM BIOTECHNOLOGIES GROUP, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- _____________________________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- _____________________________________________________ _____________________________________________________ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPMILLENNIUM BIOTECHNOLOGIES GROUP, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPMILLENNIUM BIOTECHNOLOGIES GROUP, INC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- Transferees Percentage Transferred Number Transferred ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: _______, _______ _______, _____________________________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ______________________________ ____________________________________________ (Name) ----------------------------------------- ____________________________________________ (Addressaddress) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ______________________________ ____________________________________________ (Name) ____________________________________________ (address)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Select Media Communications, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- _______________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- _______________________________________ (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Select Media Communications, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Select Media Communications, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- =========================== ========================= ===================== Transferees Percentage Number Transferred Transferred --------------------------- ------------------------- --------------------- --------------------------- ------------------------- --------------------- --------------------------- ------------------------- --------------------- =========================== ========================= ===================== Dated: ______________-----------------, ___________ ----------------------------------------- ------- ------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------- (Name) ----------------------------------------- (Addressaddress) ------------------------------- ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. By: /s/ Xxxxx X. Xxxxxx ----------------------------- /s/ Xxxx Xxxxxx Name: Xxxxx X. Xxxxxx ----------------------- --------------------------- Title: Director -------------------------- Xxxx Xxxxxx Barrister & Solicitor Suite 0000-000 Xxxxxx Xxxxxx Xxxxxxxxxx, X.X. X0X 0X0 EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Texhoma Energy, Inc. 0000 Xxxxxxxxxxx Xxxxx Xxxxx 000 Xxxxxxx, Xxxxx 00000 Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____. ), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common ---- Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________$ . Such payment takes the form of (check applicable box or boxes): ___ $__________ $ in lawful money of the ----------- ----------- United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ ----------------------------------------------- whose address is _________________________________________________ ______________________________________ . ------------------------------------------------------------ The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ------------------- ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) : -------------------------------- -------------------------------- EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to Texhoma Energy, Inc. into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Texhoma Energy, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Transferees Address Percentage Number Transferred Transferred ----------- ------- ----------- ----------- ------------------- -------------------- ----------- ----------- ------------------- -------------------- ----------- ----------- ------------------- -------------------- ----------- ----------- ------------------- -------------------- ----------- ----------- Dated: ______________, ___________ ----------------------------------------- --------------------- ----------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence ofAddress: --------------------------------- ----------------------------------------- --------------------------- --------------------------- Address: SIGNED IN THE PRESENCE OF: ------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ---------------------------- (Name)

WITNESS. EXHIBIT By: /s/ Nicholax Xxxxxxx -------------------- Name: N. Shraxxx -------------------- /s/ Rosalinx Xxxxxxxx Title: CEO ------------------------------------ -------------------- Rosalinx Xxxxxxxx, Xxxx Raxxxxt 14/15 Cxxxxx Xxxxxx Xxxxxx WC2N 5AD Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPADAL GROUP, INC. Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ------------------------ ---------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ______________, ___________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)-------------------------- --------------------------

WITNESS. 9 46 EXHIBIT A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Plus Solutions, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : ------------------ -------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- -------------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Plus Solutions, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Plus Solutions, Inc. with full power of substitution in the premises. ======================================== ===================================== ===================================== Percentage Number Transferees Transferred Transferred ----------- ----------- ----------- ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ------------------------------------- ------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------------------------- ------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ------------------------------------- ------------------------------------- ======================================== ===================================== ===================================== Dated: ______________, ___________ ----------------------------------------- -------------- ----- -------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- -------------------------------------------- (Name) ----------------------------------------- (Addressaddress) -------------------------------------------- ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ------------------------------- (Name)

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPMILLENNIUM BIOTECHNOLOGIES GROUP, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- ----------------------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ----------------------------------------------------- ----------------------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPMILLENNIUM BIOTECHNOLOGIES GROUP, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPMILLENNIUM BIOTECHNOLOGIES GROUP, INC. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- Transferees Percentage Transferred Number Transferred ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: ________, ______, _ _________________________________________ ----------------------------------------- Signed in the presence of: (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- _____________________________ (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)________________________________________

WITNESS. EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares facsimile signature of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment proper officers of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________Company and its corporate seal. Such payment takes the form Dated as of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _________________________. ATTEST: SYNAVANT INC. By ____________________________ whose address is _____________________By ____________________________ __________Countersigned: -------------------------------, as Rights Agent By ____________________________ . The undersigned represents and warrants that all offers and sales Authorized Signature Form of Reverse Side of Right Certificate FORM OF ASSIGNMENT (To be executed by the undersigned of registered holder if such holder desires to transfer the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from registration under the Securities Act. Dated:Right Certificate) FOR VALUE RECEIVED ____________________ ----------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assignsassigns and transfer unto ____________________ -------------------------------------------------------------------------------- (Please print name and address of transferee) -------------------------------------------------------------------------------- Rights represented by this Right Certificate, together with all right, title and interest therein, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage does hereby irrevocably constitute and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectivelyappoint ____________________ Attorney, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right said Rights on the books of BRAVO! FOODS INTERNATIONAL CORP. the within-named Company, with full power of substitution in the premisessubstitution. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Dated: __________________ ----------------------------- Signature Signature Guaranteed: Signatures must be guaranteed by a bank, trust company, broker, dealer or other eligible institution participating in a recognized signature guarantee medallion program. -------------------------------------------------------------------------------- (To be completed) The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by, were not acquired by the undersigned from, and are not being assigned to, an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). ----------------------------- Signature B-4 Form of Reverse Side of Right Certificate - continued FORM OF ELECTION TO PURCHASE (To be executed if holder desires to exercise Rights represented by the Rights Certificate) To Synavant Inc.: The undersigned hereby irrevocably elects to exercise ___________ ----------------------------------------- Rights represented by this Right Certificate to purchase the shares of Preferred Stock (or other securities or property) issuable upon the exercise of such Rights and requests that certificates for such shares of Preferred Stock (or such other securities) be issued in the name of: -------------------------------------------------------------------------------- (Please print name and address) -------------------------------------------------------------------------------- If such number of Rights shall not be all the Rights evidenced by this Right Certificate, a new Right Certificate for the balance remaining of such Rights shall be registered in the name of and delivery to: Please insert social security or other identifying number -------------------------------------------------------------------------------- (Please print name and address) -------------------------------------------------------------------------------- Dated: ________________________ ------------------------------- Signature (Signature must conform to name of holder as specified on Right Certificate) Signature Guaranteed: Signature must be guaranteed by bank, trust company, broker, dealer or other eligible institution participating in a recognized signature guarantee medallion program. Form of Reverse Side of Right Certificate -- continued -------------------------------------------------------------------------------- (To be completed) The undersigned certifies that the Rights evidenced by this Right Certificate are not beneficially owned by, and were not acquired by the undersigned from, an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). ----------------------------- Signature -------------------------------------------------------------------------------- NOTICE The signature in the Form of Assignment or Form of Election to Purchase, as the case may be, must conform to the name as written upon the face of this Right Certificate in every particular, without alteration or enlargement or any change whatsoever. In the Warrant) Signed event the certification set forth above in the presence of: --------------------------------- ----------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- (Name)Form of Assignment or the Form of Election to Purchase, as the case may be, is not completed, such Assignment or Election to Purchase will not be honored.

WITNESS. EXHIBIT Exhibit A FORM OF SUBSCRIPTION (to To be signed only on exercise of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORP. Vianet Technologies, Inc. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- ______________________________ (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- ------------------------------------- (Address) EXHIBIT Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORP. Vianet Technologies, Inc. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORP. Vianet Technologies, Inc. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ========================= =========================== ======================== Transferees Percentage Number Transferred Transferred ------------------------- --------------------------- ------------------------ ------------------------- --------------------------- ------------------------ ------------------------- --------------------------- ------------------------ ------------------------- --------------------------- ------------------------ ------------------------- --------------------------- ------------------------ ------------------------- --------------------------- ------------------------ ========================= =========================== ======================== Dated: ______________, ___________ ----------------------------------------- ----------------- ---- ------------------------------------------ (Signature must conform to name of holder as specified on the face of the Warrantwarrant) Signed in the presence of: --------------------------------- ----------------------------------------- ------------------------------- ------------------------------ (Name) ----------------------------------------- (Addressaddress) ------------------------------ ACCEPTED AND AGREED: (address) [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- --------------------------------- (Name)

WITNESS. By: ------------------------------ Name: --------------------------- Title: ---------------------------------- --------------------------- EXHIBIT A FORM OF SUBSCRIPTION (to be signed only on exercise of To Be Signed Only On Exercise Of Warrant) TO: BRAVO! FOODS INTERNATIONAL CORPTrueYox.xxx, Xxx. ----------------------- ----------------------- Attention: Chief Financial Officer The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ________ ________ shares of the Common Stock common stock covered by such Warrantwarrant; or ________ the maximum number of shares of Common Stock common stock covered by such Warrant warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price Exercise Price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ________ $__________ in lawful money of the United States; and/or ________ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ________ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 22.2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchasable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to _____________________________________________________ whose address is _________________________________________________ ______________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act"), ) or pursuant to an exemption from registration under the Securities Act. Dated:___________________ ----------------------------------------- : -------------------------- ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) ----------------------------------------- ----------------------------------------- (Address) : -------------------------------- -------------------------------- EXHIBIT B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Be Signed Only On Transfer Of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of BRAVO! FOODS INTERNATIONAL CORPTrueYox.xxx, Xxx. to into which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of BRAVO! FOODS INTERNATIONAL CORPTrueYox.xxx, Xxx. with full power of substitution in the premises. ---------------------------------------- -------------------------------------- -------------------------------------- TRANSFEREES PERCENTAGE TRANSFERRED NUMBER TRANSFERRED ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- ---------------------------------------- -------------------------------------- -------------------------------------- Percentage Number Transferees Address Transferred Transferred ----------- ------- ----------- ----------- Dated: ______________, ___________ ----------------------------------------- -------------------------- ---------------------------------------- (Signature must conform to name of holder as specified on the face of the Warrant) Signed in the presence ofAddress: --------------------------------- ----------------------------------------- -------------------------------- -------------------------------- SIGNED IN THE PRESENCE OF: ---------------------------------------- (Name) ----------------------------------------- (Address) ACCEPTED AND AGREED: [TRANSFEREE] ----------------------------------------- ----------------------------------------- (Address) ----------------------------------------- ---------------------------------- (Name) IRREVOCABLE PROXY For good and valuable consideration, receipt of which is hereby acknowledged, Laurus Master Fund, Ltd. ("Laurus"), hereby appoints ___________________ (the "Proxy Holder" or the "Company"), with a mailing address at ___________________________, with full power of substitution, as proxy, to vote all shares of Common Stock of the Company, now or in the future owned by Laurus to the extent such shares are issued to Laurus upon its exercise of (a) the Common Stock Purchase Warrant (the "Warrant"), issued by the Company to Laurus as of the date hereof and (b) all other warrants and/or options issued by the Company in favor of Laurus with an exercise price equal to or less than the greater of $0.01 and the par value of the Company's common stock (the "Other Options and Warrants") (collectively, the "Shares"). This proxy is irrevocable and coupled with an interest. Upon the sale or other transfer of the Shares, in whole or in part, or the assignment of the Warrant or any of the Other Options and Warrants, this proxy shall automatically terminate (x) with respect to such sold or transferred Shares at the time of such sale and/or transfer, and (y) in the case of an assignment of the Warrant and/or Other Options and Warrants, at the time of such assignment in respect of the Shares issuable upon exercise of such assigned Warrant and/or Other Options and Warrants, in each case, without any further action required by any person. Laurus shall use its best efforts to forward to Proxy Holder within two (2) business days following Laurus' receipt thereof, at the address for Proxy Holder set forth above, copies of all materials received by Laurus relating, in each case, to the solicitation of the vote of shareholders of the Company. This proxy shall remain in effect with respect to the Shares of the Company during the period commencing on the date hereof and continuing until the payment in full of all obligations and liabilities owing by the Company to Laurus (as the same may be amended, restated, extended or modified from time to time).