Common use of AMENDMENTS TO SECTION 1 OF THE RIGHTS AGREEMENT Clause in Contracts

AMENDMENTS TO SECTION 1 OF THE RIGHTS AGREEMENT. (a) The definition of "Acquiring Person" in Section 1 of the Rights Agreement is hereby amended by deleting the last sentence thereof and adding the following sentence in lieu thereof: "Notwithstanding anything in this Agreement to the contrary, no Investor, Permitted Assignee, or Substitute Investor (as such terms are defined in the Subscription Agreement dated July 27, 2001 by and among the Company and the persons listed in Schedule A thereto (the "Subscription Agreement"), the Subscription Agreement dated February 5, 2002 by and among the Company and the persons listed in Schedule A thereto (the "Second Subscription Agreement"), the Series 1 Preferred Subscription Agreement, dated March 27, 2003 by and among the Company and the persons listed in Schedule A thereto (the "Third Subscription Agreement")), the Series 1 Preferred Subscription Agreement, dated July 8, 2003 by and among the Company and the persons listed in Schedule A thereto (the "Fourth Subscription Agreement"), or the Series 1 Preferred Subscription Agreement, dated September __, 2003 by and among the Company and the persons listed in Schedule A thereto (the "Fifth Subscription Agreement") nor any of their Affiliates or Associates, shall become an Acquiring Person, either individually or collectively, by virtue of (A) the announcement of the transactions contemplated by the Subscription Agreement, the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Subscription Agreement, (B) the issuance and acquisition of Common Shares pursuant to the Subscription Agreement, (C) the issuance and acquisition of shares of the Company's Series 1 Preferred Shares (the "Series 1 Preferred Shares") pursuant to the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Subscription Agreement, (D) the issuance and acquisition of Common Shares upon conversion of the Series 1 Preferred Shares issued and acquired pursuant to the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Subscription Agreement, (E) the issuance and acquisition of Common Shares upon exercise of the Warrants, (F) the execution and delivery of the Subscription Agreement, the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Subscription Agreement, or (G) the consummation of the transactions contemplated by the Subscription Agreement, the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Subscription Agreement."

AMENDMENTS TO SECTION 1 OF THE RIGHTS AGREEMENT. (a) The definition of "Acquiring Person" in Section 1 of the Rights Agreement is hereby amended by deleting the last sentence thereof and adding the following sentence in lieu thereof: "Notwithstanding anything in this Agreement to the contrary, no Investor, Permitted Assignee, or Substitute Investor (as such terms are defined in the Subscription Agreement dated July 27, 2001 by and among the Company and the persons listed in Schedule A thereto (the "Subscription Agreement"), ) or the Subscription Agreement dated February 5, 2002 by and among the Company and the persons listed in Schedule A thereto (the "Second Subscription Agreement"), the Series 1 Preferred Subscription Agreement, dated March 27, 2003 by and among the Company and the persons listed in Schedule A thereto (the "Third Subscription Agreement")), the Series 1 Preferred Subscription Agreement, dated July 8, 2003 by and among the Company and the persons listed in Schedule A thereto (the "Fourth Subscription Agreement"), or the Series 1 Preferred Subscription Agreement, dated September __, 2003 by and among the Company and the persons listed in Schedule A thereto (the "Fifth Subscription Agreement") nor any of their Affiliates or Associates, shall become an Acquiring Person, either individually or collectively, by virtue of (A) the announcement of the transactions contemplated by the Subscription Agreement, the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Second Subscription Agreement, (B) the issuance and acquisition of Common Shares pursuant to the Subscription Agreement, (C) the issuance and acquisition of shares of the Company's Series 1 Preferred Shares (the "Series 1 Preferred Shares") pursuant to the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Subscription Agreement, (D) the issuance and acquisition of Common Shares upon conversion of the Series 1 Preferred Shares issued and acquired pursuant to the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Subscription Agreement, (E) the issuance and acquisition of Common Shares upon exercise of the Warrants, (F) the execution and delivery of the Subscription Agreement, Agreement or the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Subscription Agreement, or (GF) the consummation of the transactions contemplated by the Subscription Agreement, Agreement or the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Subscription Agreement."

AMENDMENTS TO SECTION 1 OF THE RIGHTS AGREEMENT. (a) The definition of "Acquiring Person" in Section 1 of the Rights Agreement is hereby amended by deleting the last sentence thereof and adding the following sentence in lieu thereof: "Notwithstanding anything in this Agreement to the contrary, no Investor, Permitted Assignee, or Substitute Investor (as such terms are defined in the Subscription Agreement dated July 27, 2001 by and among the Company and the persons listed in Schedule A thereto (the "Subscription Agreement"), the Subscription Agreement dated February 5, 2002 by and among the Company and the persons listed in Schedule A thereto (the "Second Subscription Agreement"), ) or the Series 1 Preferred Subscription Agreement, dated March 27, 2003 by and among the Company and the persons listed in Schedule A thereto (the "Third Subscription Agreement")), the Series 1 Preferred Subscription Agreement, dated July 8, 2003 by and among the Company and the persons listed in Schedule A thereto (the "Fourth Subscription Agreement"), or the Series 1 Preferred Subscription Agreement, dated September __, 2003 by and among the Company and the persons listed in Schedule A thereto (the "Fifth Subscription Agreement") nor any of their Affiliates or Associates, shall become an Acquiring Person, either individually or collectively, by virtue of (A) the announcement of the transactions contemplated by the Subscription Agreement, the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Third Subscription Agreement, (B) the issuance and acquisition of Common Shares pursuant to the Subscription Agreement, (C) the issuance and acquisition of shares of the Company's Series 1 Preferred Shares (the "Series 1 Preferred Shares") pursuant to the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Third Subscription Agreement, (D) the issuance and acquisition of Common Shares upon conversion of the Series 1 Preferred Shares issued and acquired pursuant to the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Third Subscription Agreement, (E) the issuance and acquisition of Common Shares upon exercise of the Warrants, (F) the execution and delivery of the Subscription Agreement, the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Third Subscription Agreement, or (G) the consummation of the transactions contemplated by the Subscription Agreement, the Second Subscription Agreement, Agreement or the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Subscription Agreement."

AMENDMENTS TO SECTION 1 OF THE RIGHTS AGREEMENT. (a) The definition of "Acquiring Person" in Section 1 of the Rights Agreement is hereby amended by deleting the last sentence thereof and adding the following sentence in lieu thereof: "Notwithstanding anything in this Agreement to the contrary, no Investor, Permitted Assignee, or Substitute Investor (as such terms are defined in the Subscription Agreement dated July 27, 2001 by and among the Company and the persons listed in Schedule A thereto (the "Subscription Agreement"), the Subscription Agreement dated February 5, 2002 by and among the Company and the persons listed in Schedule A thereto (the "Second Subscription Agreement"), the Series 1 Preferred Subscription Agreement, dated March 27, 2003 by and among the Company and the persons listed in Schedule A thereto (the "Third Subscription Agreement")), ) or the Series 1 Preferred Subscription Agreement, dated July 8, 2003 by and among the Company and the persons listed in Schedule A thereto (the "Fourth Subscription Agreement"), or the Series 1 Preferred Subscription Agreement, dated September __, 2003 by and among the Company and the persons listed in Schedule A thereto (the "Fifth Subscription Agreement") nor any of their Affiliates or Associates, shall become an Acquiring Person, either individually or collectively, by virtue of (A) the announcement of the transactions contemplated by the Subscription Agreement, the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Fourth Subscription Agreement, (B) the issuance and acquisition of Common Shares pursuant to the Subscription Agreement, (C) the issuance and acquisition of shares of the Company's Series 1 Preferred Shares (the "Series 1 Preferred Shares") pursuant to the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Fourth Subscription Agreement, (D) the issuance and acquisition of Common Shares upon conversion of the Series 1 Preferred Shares issued and acquired pursuant to the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Fourth Subscription Agreement, (E) the issuance and acquisition of Common Shares upon exercise of the Warrants, (F) the execution and delivery of the Subscription Agreement, the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Fourth Subscription Agreement, or (G) the consummation of the transactions contemplated by the Subscription Agreement, the Second Subscription Agreement, the Third Subscription Agreement, the Fourth Subscription Agreement or the Fifth Fourth Subscription Agreement."