Common use of General Option Clause in Contracts

General Option. At any time (i) during the period beginning on January 16, 2005, and ending on July 15, 2010, (ii) after a change of control (as defined in that certain Loan Agreement dated July 16, 2003, between the Company, as borrower, and Catalyst, as lender, referred to herein as the "Loan Agreement"), (iii) after the closing of a public offering of securities by the Company, (iv) after the Company files for protection under the Bankruptcy Code, or (v) after the Company materially breaches the Loan Agreement, and upon 120 days prior written notice to the Company for an exercise under (i) above and 5 days prior written notice to the Company for exercises under (ii) through (v) above (such notice being herein referred to as the "Put Notice"), the Holder shall have the option to require the Company to purchase the Shares of Common Stock issued or issuable upon exercise of this Warrant (or any portion thereof) for a price equal to the Current Market Price of the Shares as of the date the Company receives the Put Notice, or, at the election of the Holder, the greater of (i) the Current Market Price of the Shares or (ii) the appraised value of the Company divided by the number of Shares subject to this put option. The put option arising under (ii) through (v) above shall apply only for the period beginning on the date hereof and ending on January 15, 2005. The appraised value of the Company shall be determined as of the last day of the month immediately preceding the date the Put Notice is delivered to the Company in the following manner: First, the Holder shall select and pay for an appraisal of the Company performed by an independent certified appraiser (the "First Appraisal"). The appraised value of the Company as determined by the First Appraisal shall be binding upon the Company and the Holder as the appraised value of the Company unless the Company shall notify the Holder in writing of its objection to such appraised value within 30 days of the Company's receipt of notice of such appraised value (the "First Appraisal Notice"). If the Company so notifies the Holder, the appraised value of the Company determined by the First Appraisal shall nevertheless remain the appraised value of the Company unless the Company shall pay for and obtain a second appraisal of the Company from a certified appraiser (the "Second Appraisal") and deliver such Second Appraisal to the Holder within 30 days of receipt of the First

General Option. At any time (i) during after the period beginning on January 1628, 20051998, and ending on July 15, 2010, (ii) after a change of control (as defined in that certain Loan Agreement dated July 16, 2003, between the Company, as borrower, and Catalyst, as lender, referred to herein as the "Loan Agreement"), (iii) after the closing of a public offering of securities by the Company, (iv) after the Company files for protection under the Bankruptcy Code, or (v) after the Company materially breaches the Loan Agreement, and upon 120 90 days prior written notice to the Company for an exercise under (i) above and 5 days prior written notice to the Company for exercises under (ii) through (v) above (such notice being herein referred to as the "Put Notice"), provided the Company's stock is no longer publicly traded, the Holder shall have the option to require the Company to purchase this Warrant and/or the Shares of Common Stock issued or issuable upon exercise of this Warrant pursuant hereto (or any portion thereof) for a price equal to the Current Market Price product of (i) the percentage ownership of the Common Stock of the Company represented by this Warrant and the Shares of Common Stock issued pursuant hereto that the Holder wishes to require the Company to purchase under this Section 7(b) (expressed as a decimal and calculated on a fully diluted basis), and (ii) the greater of the following values, all calculated as of the last day of the month immediately preceding the date the Put Notice is delivered to the Company receives (A) 150% of the net book value of the Company, (B) 400% of the earnings before interest, taxes, depreciation and amortization (less any outstanding funded debt to The Catalyst Fund, Ltd. and other lenders) ("EBITDA") of the Company for the preceding 24 month period ended on the last day of the month immediately preceding the date the Put NoticeNotice is delivered to the Company, or, or (C) at the election option of the Holder, the greater of (i) the Current Market Price of the Shares or (ii) the appraised value of the Company divided by the number of Shares subject to this put option. The put option arising under (ii) through (v) above shall apply only for the period beginning on the date hereof and ending on January 15, 2005Company. The appraised value of the Company shall be determined as of the last day of the month immediately preceding the date the Put Notice is delivered to the Company in the following manner: First, the Holder shall select and pay for an appraisal of the Company performed by an independent a certified appraiser (the "First Appraisal"). The appraised value of the Company as determined by the First Appraisal shall be binding upon the Company and the Holder as the appraised value of the Company unless the Company shall notify the Holder in writing of its objection to such appraised value within 30 days of the Company's receipt of notice of such appraised value (the "First Appraisal Notice"). If the Company so notifies the Holder, the appraised value of the Company determined by the First Appraisal shall nevertheless remain the appraised value of the Company unless the Company shall pay for and obtain a second appraisal of the Company from a certified appraiser (the "Second Appraisal") and deliver such Second Appraisal to the Holder within 30 days of receipt of the FirstFirst Appraisal Notice. If the Company complies with the requirements of the preceding sentence, the Second Appraisal shall be binding upon the Company and the Holder as the appraised value of the Company unless the Holder shall notify the Company of its objection to such Second Appraisal within 30 days of the Holder's receipt of the Second Appraisal. If the Holder so notifies the Company, the Company and the Holder shall appoint a third certified appraiser to determine the value of the company, and if the Company and the Holder cannot reach an agreement as to such third certified appraiser, the Company and the Holder shall appoint a third party to appoint a third certified appraiser, which determination of appraiser shall be binding upon the Company and the Holder. The appraisal determined by such third appraiser (the "Third Appraisals) shall be binding upon the Company and the Holder and shall be the appraised value of the Company. The Company and the Holder shall bear equally all costs of such Third Appraisal. The price to be paid to the Holder shall be reduced if the Holder has elected to require the Company to purchase any unissued Shares of Common Stock evidenced by this Warrant by an amount equal to (iii) the Exercise Price then in effect, multiplied by (iv) the number of unissued Shares of Common Stock evidenced by this Warrant that the Holder has elected to require the Company to purchase. Unless otherwise agreed to in writing by the Holder, the required purchase price shall be payable in cash within 75 days of the Company's receipt of notice of the Holder's election to require the Company to purchase unissued Shares of Common Stock evidenced by this Warrant and/or Shares of Common Stock issued pursuant hereto (or any portion thereof) under this Section 7(b). This option shall be a continuing option, exercisable as many times as the Holder shall choose, and shall continue and remain until the Holder has sold all unissued Shares of Common Stock evidenced by this Warrant and all Shares of Common Stock issued hereunder to the Company.

General Option. At any time (i) during after the period beginning on January 16May 26, 20051996, and ending on July 15, 2010, (ii) after a change of control (as defined in that certain Loan Agreement dated July 16, 2003, between the Company, as borrower, and Catalyst, as lender, referred to herein as the "Loan Agreement"), (iii) after the closing of a public offering of securities by the Company, (iv) after the Company files for protection under the Bankruptcy Code, or (v) after the Company materially breaches the Loan Agreement, and upon 120 90 days prior written notice to the Company for an exercise under (i) above and 5 days prior written notice to the Company for exercises under (ii) through (v) above (such notice being herein referred to as the "Put Notice"), provided the Company's stock is no longer publicly traded, the Holder shall have the option to require the Company to purchase this Warrant and/or the Shares of Common Stock issued or issuable upon exercise of this Warrant pursuant hereto (or any portion thereof) for a price equal to the Current Market Price product of (i) the percentage ownership of the Common Stock of the Company represented by this Warrant and the Shares of Common Stock issued pursuant hereto that the Holder wishes to require the Company to purchase under this Section 7(b) (expressed as a decimal and calculated on a fully diluted basis), and (ii) the greater of the following values, all calculated as of the last day of the month immediately preceding the date the Put Notice is delivered to the Company receives (a) 150% of the net book value of the Company, (b) 400% of the earnings before interest, taxes, depreciation and amortization (less any outstanding funded debt to The Catalyst Fund, Ltd. and other lenders) ("EBITDA") of the Company for the preceding 24 month period ended on the last day of the month immediately preceding the date the Put NoticeNotice is delivered to the Company, oror (C) at the, at the election option of the Holder, the greater of (i) the Current Market Price of the Shares or (ii) the appraised value of the Company divided by the number of Shares subject to this put option. The put option arising under (ii) through (v) above shall apply only for the period beginning on the date hereof and ending on January 15, 2005Company. The appraised value of the Company shall be determined as of the last day of the month immediately preceding the date the Put Notice is delivered to the Company in the following manner: First, the Holder shall select and pay for an appraisal of the Company performed by an independent a certified appraiser (the "First Appraisal"). The appraised value of the Company as determined by the First Appraisal shall be binding upon the Company and the Holder as the appraised value of the Company unless the Company shall notify the Holder in writing of its objection to such appraised value within 30 days of the Company's receipt of notice of such appraised value (the "First Appraisal Notice"). If the Company so notifies the Holder, the appraised appraisal value of the Company determined by the First Appraisal shall nevertheless remain the appraised value of the Company unless the Company shall pay for and obtain a second appraisal value of the Company from a certified appraiser (the "Second Appraisal") and deliver such Second Appraisal to the Holder within 30 days of receipt of the FirstFirst Appraisal Notice. If the Company complies with the requirements of the preceding sentence, the Second Appraisal shall be binding upon the Company and the Holder as the appraised value of the Company unless the Holder shall notify the Company of its objection to such Second Appraisal within 30 days of the Holder's receipt of the Second Appraisal. If the Holder so notifies the Company, the Company and the Holder shall appoint a third certified appraiser to determine the value of the Company, and if the Company and the Holder cannot reach an agreement as to such third certified appraiser, the Company and the Holder shall appoint a third party to appoint a third certified appraiser, which determination of appraiser shall be binding upon the Company and the Holder. The appraisal determined by such third appraiser (the "Third Appraisal") shall be binding upon the Company and the Holder and shall be the appraised

General Option. At any time (i) during after the period beginning on January 16May 26, 20051996, and ending on July 15, 2010, (ii) after a change of control (as defined in that certain Loan Agreement dated July 16, 2003, between the Company, as borrower, and Catalyst, as lender, referred to herein as the "Loan Agreement"), (iii) after the closing of a public offering of securities by the Company, (iv) after the Company files for protection under the Bankruptcy Code, or (v) after the Company materially breaches the Loan Agreement, and upon 120 90 days prior written notice to the Company for an exercise under (i) above and 5 days prior written notice to the Company for exercises under (ii) through (v) above (such notice being herein referred to as the "Put Notice"), provided the Company's stock is no longer publicly traded, the Holder shall have the option to require the Company to purchase this Warrant and/or the Shares of Common Stock issued or issuable upon exercise of this Warrant pursuant hereto (or any portion thereof) for a price equal to the Current Market Price product of (i) the percentage ownership of the Common Stock of the Company represented by this Warrant and the Shares of Common Stock issued pursuant hereto that the Holder wishes to require the Company to purchase under this Section 7(b) (expressed as a decimal and calculated on a fully diluted basis), and (ii) the greater of the following values, all calculated as of the last day of the month immediately preceding the date the Put Notice is delivered to the Company receives (A) 150% of the net book value of the Company, (B) 400% of the earnings before interest, taxes, depreciation and amortization (less any outstanding funded debt to The Catalyst Fund, Ltd. and other lenders) ("EBITDA") of the Company for the preceding 24 month period ended on the last day of the month immediately preceding, the date the Put NoticeNotice is delivered to the Company, or, or (C) at the election option of the Holder, the greater of (i) the Current Market Price of the Shares or (ii) the appraised value of the Company divided by the number of Shares subject to this put option. The put option arising under (ii) through (v) above shall apply only for the period beginning on the date hereof and ending on January 15, 2005Company. The appraised value of the Company shall be determined as of the last day of the month immediately preceding the date the Put Notice is delivered to the Company in the following manner: First, the Holder shall select and pay for an appraisal of the Company performed by an independent a certified appraiser (the "First Appraisal"). The appraised value of the Company as determined by the First Appraisal shall be binding upon the Company and the Holder as the appraised value of the Company unless the Company shall notify the Holder in writing of its objection to such appraised value within 30 days of the Company's receipt of notice of such appraised value (the "First Appraisal Notice"). If the Company so notifies the Holder, the appraised value of the Company determined by the First Appraisal shall nevertheless remain the appraised value of the Company unless the Company shall pay for and obtain a second appraisal of the Company from a certified appraiser (the "Second Appraisal") and deliver such Second Appraisal to the Holder within 30 days of receipt of the FirstFirst Appraisal Notice. If the Company complies with the requirements of the preceding sentence, the Second Appraisal shall be binding upon the Company and the Holder as the appraised value of the Company unless the Holder shall notify the Company of its objection to such Second Appraisal within 30 days of the Holder's receipt of the Second Appraisal. If the Holder so notifies the Company, the Company and the Holder shall appoint a third certified appraiser to determine the value of the company, and if the Company and the Holder cannot reach an agreement as to such third certified appraiser, the Company and the Holder shall appoint a third party to appoint a third certified appraiser, which determination of appraiser shall be binding upon the Company and the Holder. The appraisal determined by such third appraiser (the "Third Appraisals) shall be binding upon the Company and the Holder and shall be the appraised value of the Company. The Company and the Holder shall bear equally all costs of such Third Appraisal. The price to be paid to the Holder shall be reduced if the Holder has elected to require the Company to purchase any unissued Shares of Common Stock evidenced by this