Common use of Certain Risk Clause in Contracts

Certain Risk. The Holder recognizes that the purchase of the Warrants or Warrant Shares involves a high degree of risk in that (a) although the Company has had an unaudited net income for the nine month period ended September 30, 2000, and audited net income for the year ended December 31, 1999 the Company did sustain losses through December 31, 1998, from its operations, and may require substantial funds for its operations; (b) that the Company has a substantial accumulated deficit; (c) an investment in the Company is highly speculative and only investors who can afford the loss of their entire investment should consider investing in the Company and the Warrants or Warrant Shares; (d) an investor may not be able to liquidate his investment; (e) transferability of the Warrants or Warrant Shares is extremely limited; (f) in the event of a disposition an investor could sustain the loss of his entire investment; (g) the Warrants represent non-voting equity securities, and the right to exercise such Warrants and purchase shares of voting equity securities in a corporate entity that has an accumulated deficit; (h) no return on investment, whether through distributions, appreciation, transferability or otherwise, and no performance by, through or of the Company, has been promised, assured, represented or warranted by the Company, or by any director, officer, employee, agent or representative thereof; and, (i) while the Common Stock is presently quoted and traded on the Boston Stock Exchange and the NASDAQ and while the Holder is a beneficiary of certain registration rights provided herein, the Warrants subscribed for and that are purchased under this Agreement and the Warrant Shares (a) are not registered under applicable federal or state securities laws, and thus may not be sold, conveyed, assigned or transferred unless registered under such laws or unless an exemption from registration is available under such laws, as more fully described herein, and (b) the Warrants subscribed for and that are to be purchased under this Agreement are not quoted, traded or listed for trading or quotation on the NASDAQ, or any other organized market or quotation system, and there is therefore no present public or other market for the Warrants, nor can there be any assurance that the Common Stock will continue to be quoted, traded or listed for trading or quotation on the Boston Stock Exchange or the NASDAQ or on any other organized market or quotation system.

Certain Risk. The Holder recognizes Holders recognize that the purchase of the Warrants or Warrant Shares involves a high degree of risk in that (a) although the Company has had an unaudited net income for the nine month period ended September 30, 20001999, and audited net income for the year ended December 31, 1999 the Company did sustain losses through December 31, 1998, from its operations, and may require substantial funds for its operations; (b) that the Company has a substantial accumulated deficit; (c) an investment in the Company is highly speculative and only investors who can afford the loss of their entire investment should consider investing in the Company and the Warrants or Warrant Shares; (d) an investor may not be able to liquidate his investment; (e) transferability of the Warrants or Warrant Shares is extremely limited; (f) in the event of a disposition an investor could sustain the loss of his entire investment; (g) the Warrants represent non-voting equity securities, and the right to exercise such Warrants and purchase shares of voting equity securities in a corporate entity that has an accumulated deficit; (h) no return on investment, whether through distributions, appreciation, transferability or otherwise, and no performance by, through or of the Company, has been promised, assured, represented or warranted by the Company, or by any director, officer, employee, agent or representative thereof; and, (i) while the Common Stock is presently quoted and traded on the Boston Stock Exchange and the NASDAQ and while the Holder is Holders are a beneficiary of certain registration rights provided herein, the Warrants subscribed for and that are purchased under this Agreement and the Warrant Shares (a) are not registered under applicable federal or state securities laws, and thus may not be sold, conveyed, assigned or transferred unless registered under such laws or unless an exemption from registration is available under such laws, as more fully described herein, and (b) the Warrants subscribed for and that are to be purchased under this Agreement are not quoted, traded or listed for trading or quotation on the NASDAQ, or any other organized market or quotation system, and there is therefore no present public or other market for the Warrants, nor can there be any assurance that the Common Stock will continue to be quoted, traded or listed for trading or quotation on the Boston Stock Exchange or the NASDAQ or on any other organized market or quotation system.

Certain Risk. The Holder recognizes that the purchase of the Warrants or Warrant Shares involves a high degree of risk in that (a) although the Company has had an unaudited net income for the nine month period ended September 30, 2000, and audited net income for the year ended December 31, 1999 1999, the Company did sustain losses through December 31for the six month period ended June 30, 19982001, from its operations, and may require substantial funds for its operations; (b) that the Company has a substantial accumulated deficit; (c) an investment in the Company is highly speculative and only investors who can afford the loss of their entire investment should consider investing in the Company and the Warrants or Warrant Shares; (d) an investor may not be able to liquidate his investment; (e) transferability of the Warrants or Warrant Shares is extremely limited; (f) in the event of a disposition an investor could sustain the loss of his entire investment; (g) the Warrants represent non-voting equity securities, and the right to exercise such Warrants and purchase shares of voting equity securities in a corporate entity that has an accumulated deficit; (h) no return on investment, whether through distributions, appreciation, transferability or otherwise, and no performance by, through or of the Company, has been promised, assured, represented or warranted by the Company, or by any director, officer, employee, agent or representative thereof; and, (i) while the Common Stock is presently quoted and traded on the Boston Stock Exchange and the NASDAQ and while the Holder is a beneficiary of certain registration rights provided herein, the Warrants subscribed for and that are purchased under this Agreement and the Warrant Shares (a) are not registered under applicable federal or state securities laws, and thus may not be sold, conveyed, assigned or transferred unless registered under such laws or unless an exemption from registration is available under such laws, as more fully described herein, and (b) the Warrants subscribed for and that are to be purchased under this Agreement are not quoted, traded or listed for trading or quotation on the NASDAQ, or any other organized market or quotation system, and there is therefore no present public or other market for the Warrants, nor can there be any assurance that the Common Stock will continue to be quoted, traded or listed for trading or quotation on the Boston Stock Exchange or the NASDAQ or on any other organized market or quotation system.

Certain Risk. The Holder In addition to the risks described in the Commission Filings, the Buyer recognizes that the purchase of the Preferred and Warrants or Warrant Shares involves a high degree of risk risk, in that (a) although the Company has had an unaudited net income for sustained losses every year since its inception, including the nine month period ended September 30, 2000, and audited net income for the year ended December 31, 1999 the Company did sustain losses through December 31, first quarter of 1998, from its operations, and may require substantial funds for its operationsin addition to the proceeds of this private placement; (b) that the Company has a substantial accumulated deficit; (c) an investment in the Company is highly speculative and only investors who can afford the loss of their entire investment should consider investing in the Company and the Warrants or Warrant SharesPreferred and Warrants; (d) an investor may not be able to liquidate his investment; (e) transferability of the Preferred and Warrants or Warrant Shares is extremely limited; (f) in the event of a disposition an investor could sustain the loss of his entire investment; (g) the Preferred and Warrants represent non-voting equity securities, and the right to exercise such Warrants and purchase shares of voting equity securities in a corporate entity that has an accumulated deficit; (h) no return on investment, whether through distributions, appreciation, transferability or otherwise, and no performance by, through or of the Company, has been promised, assured, represented or warranted by the Company, or by any director, officer, employee, agent or representative thereof; and, and (i) while the Common Stock is Shares are presently quoted and traded on the Boston Stock Exchange ("BSE") and the NASDAQ Nasdaq SmallCap Market ("NASDAQ") and while the Holder Buyer is a the beneficial owner of other series of convertible preferred stock and is beneficiary of certain registration rights provided herein, the Warrants Securities subscribed for and that are purchased under this Agreement Agreement, the Shares to be received upon conversion of the Preferred, and the Warrant Shares to be acquired upon exercise of the Warrants (ai) are not registered under applicable federal (U.S.) or state securities laws, and thus may not be sold, conveyed, assigned or transferred unless registered under such laws or unless an exemption from registration is available under such laws, as more fully described herein, and (bii) the Preferred and Warrants subscribed for and that are to be purchased under this Agreement are not quoted, traded or listed for trading or quotation on the NASDAQ, or any other organized market or quotation system, and there is therefore no present public or other market for the Warrants, Preferred and the Warrants nor can there be by any assurance that the Common Stock of the Company will continue to be quoted, traded or listed for trading or quotation on the Boston Stock Exchange or of the NASDAQ or on any other organized market or quotation system.

Certain Risk. The Holder Subscriber recognizes that the purchase of the Warrants or Warrant Shares Series 5 Preferred Stock involves a high degree of risk in that (a) although the Company has had an unaudited net income for the nine month period ended September 30, 2000, and audited net income for the year ended December sustained losses through March 31, 1999 the Company did sustain losses through December 31, 19981997, from its operations, and may require substantial funds for its operationsin addition to the proceeds of this private placement; (b) that the Company has a substantial accumulated deficit; (c) an investment in the Company is highly speculative and only investors who can afford the loss of their entire investment should consider investing in the Company and the Warrants or Warrant SharesSeries 5 Preferred Stock; (d) an investor may not be able to liquidate his investment; (e) transferability of the Warrants or Warrant Shares Series 5 Preferred Stock is extremely limited; (f) in the event of a disposition an investor could sustain the loss of his entire investment; (g) the Warrants represent Series 5 Preferred Stock represents non-voting equity securities, and the right to exercise such Warrants convert into and purchase shares of voting equity securities in a corporate entity that has an accumulated deficit; (h) no return on investment, whether through distributions, appreciation, transferability or otherwise, and no performance by, through or of the Company, has been promised, assured, represented or warranted by the Company, or by any director, officer, employee, agent or representative thereof; and, (i) while the Common Stock is presently quoted and traded on the Boston Stock Exchange and the NASDAQ Nasdaq SmallCap Market and while the Holder Subscriber is a beneficiary of certain registration rights provided herein, the Warrants Series 5 Preferred Stock subscribed for and that are is purchased under this Agreement and the Warrant Conversion Shares (ai) are not registered under applicable federal or state securities laws, and thus may not be sold, conveyed, assigned or transferred unless registered under such laws or unless an exemption from registration is available under such laws, as more fully described herein, and (bii) the Warrants Series 5 Preferred Stock subscribed for and that are is to be purchased under this Agreement are is not quoted, traded or listed for trading or quotation on the NASDAQ, or any other organized market or quotation system, and there is therefore no present public or other market for the WarrantsSeries 5 Preferred Stock, nor can there be any assurance that the Common Stock of the Company will continue to be quoted, traded or listed for trading or quotation on the Boston Stock Exchange or the NASDAQ Nasdaq SmallCap Market or on any other organized market or quotation system.

Certain Risk. The Holder Subscriber recognizes that the purchase of the Warrants or Warrant Shares Series 13 Preferred involves a high degree of risk in that (a) although the Company has had an unaudited net income for the nine month period ended September 30, 2000, and audited net income for the year ended December 31, 1999 the Company did sustain sustained losses through December 31, 1998, from its operations, and may require substantial funds for its operationsin addition to the proceeds of this private placement; (b) that the Company has a substantial accumulated deficit; (c) an investment in the Company is highly speculative and only investors who can afford the loss of their entire investment should consider investing in the Company and the Warrants or Warrant SharesSeries 13 Preferred; (d) an investor may not be able to liquidate his investment; (e) transferability of the Warrants or Warrant Shares Series 13 Preferred is extremely limited; (f) in the event of a disposition an investor could sustain the loss of his entire investment; (g) the Warrants Series 13 Preferred represent non-voting equity securities, and the right to exercise such Warrants convert into and purchase shares of voting equity securities in a corporate entity that has an accumulated deficit; (h) no return on investment, whether through distributions, appreciation, transferability or otherwise, and no performance by, through or of the Company, has been promised, assured, represented or warranted by the Company, or by any director, officer, employee, agent or representative thereof; and, (i) while the Common Stock is presently quoted and traded on the Boston Stock Exchange and the NASDAQ and while the Holder Subscriber is a beneficiary of certain registration rights provided herein, the Warrants Series 13 Preferred subscribed for and that are purchased under this Agreement and the Warrant Conversion Shares (ai) are not registered under applicable federal (U. S.) or state securities laws, and thus may not be sold, conveyed, assigned or transferred unless registered under such laws or unless an exemption from registration is available under such laws, as more fully described herein, and (bii) the Warrants Series 13 Preferred subscribed for and that are to be purchased under this Agreement are not quoted, traded or listed for trading or quotation on the NASDAQ, or any other organized market or quotation system, and there is therefore no present public or other market for the WarrantsSeries 13 Preferred, nor can there be any assurance that the Common Stock of the Company will continue to be quoted, traded or listed for trading or quotation on the Boston Stock Exchange or the NASDAQ or on any other organized market or quotation system.

Certain Risk. The Holder recognizes that the purchase of the Warrants or Warrant Shares involves a high degree of risk in that (a) although the Company has had an unaudited net income for the nine month period ended September 30, 2000, and audited net income for the year ended December 31, 1999 1999, the Company did sustain losses through December 31, 1998, from its operations, and may require substantial funds for its operations; (b) that the Company has a substantial accumulated deficit; (c) an investment in the Company is highly speculative and only investors who can afford the loss of their entire investment should consider investing in the Company and the Warrants or Warrant Shares; (d) an investor may not be able to liquidate his investment; (e) transferability of the Warrants or Warrant Shares is extremely limited; (f) in the event of a disposition an investor could sustain the loss of his entire investment; (g) the Warrants represent non-voting equity securities, and the right to exercise such Warrants and purchase shares of voting equity securities in a corporate entity that has an accumulated deficit; (h) no return on investment, whether through distributions, appreciation, transferability or otherwise, and no performance by, through or of the Company, has been promised, assured, represented or warranted by the Company, or by any director, officer, employee, agent or representative thereof; and, (i) while the Common Stock is presently quoted and traded on the Boston Stock Exchange and the NASDAQ and while the Holder is a beneficiary of certain registration rights provided herein, the Warrants subscribed for and that are purchased under this Agreement and the Warrant Shares (a) are not registered under applicable federal or state securities laws, and thus may not be sold, conveyed, assigned or transferred unless registered under such laws or unless an exemption from registration is available under such laws, as more fully described herein, and (b) the Warrants subscribed for and that are to be purchased under this Agreement are not quoted, traded or listed for trading or quotation on the NASDAQ, or any other organized market or quotation system, and there is therefore no present public or other market for the Warrants, nor can there be any assurance that the Common Stock will continue to be quoted, traded or listed for trading or quotation on the Boston Stock Exchange or the NASDAQ or on any other organized market or quotation system.

Certain Risk. The Holder recognizes that the purchase of the Warrants or Warrant Shares involves a high degree of risk in that (a) although the Company has had an unaudited net income for the nine month period ended September 30, 20001999, and audited net income for the year ended December 31, 1999 the Company did sustain losses through December 31, 1998, from its operations, and may require substantial funds for its operations; (b) that the Company has a substantial accumulated deficit; (c) an investment in the Company is highly speculative and only investors who can afford the loss of their entire investment should consider investing in the Company and the Warrants or Warrant Shares; (d) an investor may not be able to liquidate his investment; (e) transferability of the Warrants or Warrant Shares is extremely limited; (f) in the event of a disposition an investor could sustain the loss of his entire investment; (g) the Warrants represent non-voting equity securities, and the right to exercise such Warrants and purchase shares of voting equity securities in a corporate entity that has an accumulated deficit; (h) no return on investment, whether through distributions, appreciation, transferability or otherwise, and no performance by, through or of the Company, has been promised, assured, represented or warranted by the Company, or by any director, officer, employee, agent or representative thereof; and, (i) while the Common Stock is presently quoted and traded on the Boston Stock Exchange and the NASDAQ and while the Holder is a beneficiary of certain registration rights provided herein, the Warrants subscribed for and that are purchased under this Agreement and the Warrant Shares (a) are not registered under applicable federal or state securities laws, and thus may not be sold, conveyed, assigned or transferred unless registered under such laws or unless an exemption from registration is available under such laws, as more fully described herein, and (b) the Warrants subscribed for and that are to be purchased under this Agreement are not quoted, traded or listed for trading or quotation on the NASDAQ, or any other organized market or quotation system, and there is therefore no present public or other market for the Warrants, nor can there be any assurance that the Common Stock will continue to be quoted, traded or listed for trading or quotation on the Boston Stock Exchange or the NASDAQ or on any other organized market or quotation system.