Common use of Grant and Period Clause in Contracts

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________) and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on __________, 1999 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on the Effective Date and expiring five (5) years thereafter (the "Expiration Time"), up to 65,000 Units at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 per Unit (145% of the public offering price) (the "Exercise Price" or "Purchaser Price"), each Unit consisting of two (2) Shares and two (2) non-redeemable Underlying Warrants. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 per share during the five (5) year period commencing on the Effective Date. Except as specifically otherwise provided herein, the Units, the Shares and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) of this Underwriter's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________) and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on ___________, 1999 1998 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on the Effective Date and expiring five (5) years thereafter (the "Expiration Time"), up to 65,000 Units 150,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 8.00 per Unit share (145160% of the public offering price) and/or 200,000 non-redeemable Underlying Warrants at an initial exercise price of $.20 per warrant (160% of the public offering price) (the "Exercise Price" or "Purchaser Purchase Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 8.00 per share during the five (5) year period commencing on the Effective Date. Except as specifically otherwise provided herein, the Units, the Shares and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) of this Underwriter's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________333-28237) (the "Registration Statement") and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on __________________, 1999 1997 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the 2 Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the four year period commencing on _____________, 1998 (one year from the Effective Date Date) (the "Purchase Date") and expiring five at 5:00 New York Time on ___________, 2002, (5four years after the Purchase Date) years thereafter (the "Expiration Time"), up to 65,000 Units 185,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) 8) of $14.50 6.00 per Unit share (145120% of the public offering priceCommon Stock IPO Price) (the "Share Exercise Price" or "Purchaser ) and up to 185,000 Underlying Warrants at an initial exercise price (subject to adjustment as provided in Article 8) of $.15 per warrant (120% of the Warrant IPO Price) (the "Underlying Warrant Exercise Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one Underlying Warrant Share at an initial exercise price (1) subject to adjustment as provided in Article 8) at $7.50 per share (150% of the Common Stock at $6.00 per share IPO Price) (the "Underlying Warrant Share Exercise Price") during the five (5) four year period commencing on the Effective DatePurchase Date and ending on the Expiration Time. Except as specifically otherwise provided herein, the UnitsShares, the Shares Underlying Warrants and the Underlying Warrants Warrant Shares constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering Public Offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying WarrantsWarrant Shares, as more fully described in paragraph seven (7) Article 7 of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________333-23023) (the "Registration Statement") and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on _____________, 1999 1997 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on one year from the Effective Date and expiring five four (54) years thereafter (the "Expiration Time"), up to 65,000 Units 100,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 ____ per Unit share (145120% of the public offering priceCommon Stock IPO Price) and/or 100,000 Underlying Warrants at an initial exercise price of $____ per warrant (120% of the Warrant IPO Price) (the "Exercise Price" or "Purchaser Purchase Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 ____ per share during the five four (54) year period commencing on one year from the Effective Date. Except as specifically otherwise provided herein, the Units, the Shares and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) Article 7 of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________) and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on __________, 1999 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on the Effective Date and expiring five (5) years thereafter (the "Expiration Time"), up to 65,000 Units 200,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 8.25 per Unit share (145165% of the public offering price) and/or 200,000 non-redeemable Underlying Warrants at an initial exercise price of $.20625 per warrant (165% of the public offering price) (the "Exercise Price" or "Purchaser Purchase Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 8.25 per share during the five (5) year period commencing on the Effective Date. Except as specifically otherwise provided herein, the Units, the Shares and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) of this Underwriter's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes expiration date and percentage price change to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. 333-_________) (the "Registration Statement") and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on __________, 1999 1998 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, Agreement is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on one year from the Effective Date and expiring five four (54) years thereafter (the "Expiration Time"), up to 65,000 Units 120,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 ____ per Unit share (145120% of the public offering priceCommon Stock IPO Price) (the "Share Exercise Price" or "Purchaser ) and/or 120,000 Underlying Warrants at an initial exercise price of $.15 per warrant (120% of the Warrant IPO Price) (the "Underlying Warrant Exercise Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 ____ (150% of the Common Stock IPO Price) per share during the five four (54) year period commencing on one year from the Effective Date. Except as specifically otherwise provided herein, the UnitsShares, the Shares Underlying Warrants and the Underlying Warrants Warrant Shares constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying WarrantsWarrant Shares, as more fully described in paragraph seven (7) Article 7 of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. ________________) (the "Registration Statement") and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on ______________, 1999 199__ (the "Effective Date"). This Agreement, relating to the purchase of the Representative's Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Representative's Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the four year period commencing on __________, 199__ (one year from the Effective Date Closing Date) (the "Purchase Date") and expiring five at 5:00 New York time on ____________, 200__, (5four years after the Purchase Date) years thereafter (the "Expiration Time"), up to 65,000 Units at 140,000 Units, an initial exercise price (subject to adjustment as provided in Article 8 hereof) 8) of $14.50 6.15 per Unit (145120% of the public offering price) (the Unit IPO Price)(the "Unit Exercise Price" or "Purchaser Price"), each Unit consisting or $6.00 per Share (the "Share Exercise Price") and $.15 per Underlying Warrant (the "Warrant Exercise Price"), subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one Underlying Warrant Share (1subject to adjustment as provided in Article 8) at the IPO exercise price (the "Underlying Warrant Share Exercise Price") share of Common Stock at $6.00 per share during the five (5) four year period commencing on the Effective DatePurchase Date and ending on the Expiration Time. Except as specifically otherwise provided herein, the UnitsShares, the Shares Underlying Warrants and the Underlying Warrants Warrant Shares constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles Certificate of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering Public Offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying WarrantsWarrant Shares, as more fully described in paragraph seven (7) Article 7 of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. __________) and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on ___________, 1999 1997 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered 2 into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on the Effective Date and expiring five (5) years thereafter (the "Expiration Time"), up to 65,000 Units 200,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 8.25 per Unit share (145165% of the public offering price) and/or 200,000 non-redeemable Underlying Warrants at an initial exercise price of $.20625 per warrant (165% of the public offering price) (the "Exercise Price" or "Purchaser Purchase Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 8.25 per share during the five (5) year period commencing on the Effective Date. Except as specifically otherwise provided herein, the Units, the Shares and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. 333-_________) (the "Registration Statement") and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on __________, 1999 1998 (the "Effective Date"). This Agreement, relating to the purchase of the Representative's Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Representative's Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on one year from the Effective Date and expiring five four (54) years thereafter (the "Expiration Time"), up to 65,000 120,000 Units at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 6.15 per Unit (145% of the public offering price) share (the "Unit Exercise Price" or "Purchaser Price"), each Unit consisting of two (2) Shares and two (2) non-redeemable Underlying Warrants. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 7.50 (the "Underlying Warrant Share Exercise Price") per share Underlying Warrant during the five four (54) year period commencing on one year from the Effective Date. Except as specifically otherwise provided herein, the Representative's Units, the Shares Shares, the Underlying Warrants and the Underlying Warrants constituting the Warrant Securities Shares shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying WarrantsWarrant Shares, as more fully described in paragraph seven (7) Article 7 of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________333-38597) (the "Registration Statement") and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on _______________, 1999 1998 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the four year period commencing on December 31, 1998 (one year from the Effective Date Date) (the "Purchase Date") and expiring five at 5:00 New York time on _______________, 2003, (5four years after the Purchase Date) years thereafter (the "Expiration Time"), up to 65,000 Units 120,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) 8) of $14.50 6.00 per Unit share (145120% of the public offering priceCommon Stock IPO Price) (the "Share Exercise Price" or "Purchaser Price"), each Unit up to 240,000 Underlying Warrants consisting of two 120,000 Series A Warrants at an initial exercise price (2subject to adjustment as provided in Article 8) of $.15 per warrant (120% of the Warrant IPO Price) Shares and two 120,000 Series B Warrants at an initial exercise price (2subject to adjustment as provided in Article 8) of $.075 per Warrant (120% of the Warrant IPO Price) non-redeemable (collectively, the "Underlying WarrantsWarrant Exercise Price"), subject to the terms and conditions of this Agreement. Each Underlying Warrant is exercisable to purchase one Underlying Warrant Share at (1subject to adjustment as provided in Article 8) at the IPO Warrant Price (the "Underlying Warrant Share Exercise Price") share of Common Stock at $6.00 per share during the five (5) four year period commencing on the Effective DatePurchase Date and ending on the Expiration Time. Except as specifically otherwise provided herein, the UnitsShares, the Shares Underlying Warrants and the Underlying Warrants Warrant Shares constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles Certificate of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering Public Offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying WarrantsWarrant Shares, as more fully described in paragraph seven (7) Article 7 of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. 333-_________) (the "Registration Statement") and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on __________, 1999 _____________ (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, Agreement is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as Representative of the Underwriters, in connection with the Public Offering. Pursuant to the Representative Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the four year period commencing on ______, 1998 (one year from the Effective Date Date) (the "Purchase Date") and expiring five at 5:00 New York time on _____, 2003, (5four years after the Purchase Date) years thereafter (the "Expiration Time"), up to 65,000 200,000 Units at an initial exercise price (subject to adjustment as provided in Article 8 hereof) 8) of $14.50 6.225 per Unit (145120% of the public offering priceInitial Public Offering Price) (the "Unit Exercise Price" or "Purchaser Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Representative's Warrant is exercisable to purchase one Underlying Unit at an initial exercise price (1) share of Common Stock at $6.00 per share subject to adjustment as provided in Article 8) during the five (5) four year period commencing on the Effective DatePurchase Date and ending on the Expiration Time. Except as specifically otherwise provided herein, the Units, the Shares Underlying Shares, the shares underlying Series A Warrants and the Underlying underlying Series B Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles Certificate of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering Public Offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying WarrantsWarrant Shares, as more fully described in paragraph seven (7) Article 7 of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. ________________) (the "Registration Statement") and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on ______________, 1999 199__ (the "Effective Date"). This Agreement, relating to the purchase of the Representative's Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Representative's Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the four year period commencing on __________, 199__ (one year from the Effective Date closing date (the "Closing Date") of the Public Offering) (the "Purchase Date") and expiring five at 5:00 New York time on ____________, 200__, (5four years after the Purchase Date) years thereafter (the "Expiration Time"), up to 65,000 Units at 140,000 Units, an initial exercise price (subject to adjustment as provided in Article 8 hereof) 8) of $14.50 6.15 per Unit (145120% of the public offering price) (the Unit IPO Price)(the "Unit Exercise Price" or "Purchaser Price"), each Unit consisting or $6.00 per Share (the "Share Exercise Price") and $.15 per Underlying Warrant (the "Warrant Exercise Price"), subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one Underlying Warrant Share (1subject to adjustment as provided in Article 8) at the IPO exercise price (the "Underlying Warrant Share Exercise Price") share of Common Stock at $6.00 per share during the five (5) four year period commencing on the Effective DatePurchase Date and ending on the Expiration Time. Except as specifically otherwise provided herein, the UnitsShares, the Shares Underlying Warrants and the Underlying Warrants Warrant Shares constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles Certificate of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering Public Offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying WarrantsWarrant Shares, as more fully described in paragraph seven (7) Article 7 of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) four years from the Effective Purchase Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. ________________) (the "Registration Statement") and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on ______________, 1999 199__ (the "Effective Date"). This Agreement, relating to the purchase of the Representative's Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Representative's Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the five year period commencing on __________, 199__ (one year from the Effective Date Closing Date) (the "Purchase Date") and expiring at 5:00 New York time on ____________, 200__, (five (5years after the Purchase Date) years thereafter (the "Expiration Time"), up to 65,000 Units at 140,000 Units, an initial exercise price (subject to adjustment as provided in Article 8 hereof) 8) of $14.50 6.15 per Unit (145120% of the public offering price) (the Unit IPO Price)(the "Unit Exercise Price" or "Purchaser Price"), each Unit consisting or $6.00 per Share (the "Share Exercise Price") and $.15 per Underlying Warrant (the "Warrant Exercise Price"), subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one Underlying Warrant Share (1subject to adjustment as provided in Article 8) at the IPO exercise price (the "Underlying Warrant Share Exercise Price") share of Common Stock at $6.00 per share during the five (5) year period commencing on the Effective DatePurchase Date and ending on the Expiration Time. Except as specifically otherwise provided herein, the UnitsShares, the Shares Underlying Warrants and the Underlying Warrants Warrant Shares constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles Certificate of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering Public Offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying WarrantsWarrant Shares, as more fully described in paragraph seven (7) Article 7 of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. ____333-_____) and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on __________, 1999 2000 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on the Effective Date and expiring five (5) years thereafter (the "Expiration Time"), up to 65,000 Units 160,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 8.00 per Unit share (145160% of the public offering price) and/or 200,000 non-redeemable Underlying Warrants at an initial exercise price of $.20 per warrant (160% of the public offering price) (the "Exercise Price" or "Purchaser Purchase Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 8.80 per share (160% of the Public Warrant exercise price) during the five (5) year period commencing on the Effective Date. Except as specifically otherwise provided herein, the Units, the Shares and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) of this Underwriter's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes expiration date and percentage price change to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________) and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on _____________, 1999 1997 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on the Effective Date and expiring five (5) years thereafter (the "Expiration Time"), up to 65,000 Units 150,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 6.00 per Unit share (145150% of the public offering price) and/or 300,000 non-redeemable Underlying Warrants at an initial exercise price of $.28125 per warrant (150% of the public offering price) (the "Exercise Price" or "Purchaser Purchase Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 per share during the five (5) year period commencing on the Effective Date. Except as specifically otherwise provided herein, the Units, the Shares and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________333-15567) ("Registration Statement") and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on _______April ___, 1999 1997 (the "Effective Date"). This Agreement, relating to the purchase of the Representative Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Representative Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period of time commencing at 8:30 A.M., New York local time, March __, 1998 (11 months after the date of issuance of the Representative's Warrants), and expiring at 5:30 P.M., New York local time, on April __, 1998 (12 months after the Effective Date and expiring five (5) years thereafter Date); provided that, if such date shall fall on a weekend day or federal holiday, then the next following day which is not a weekend day or federal holiday (the "Expiration Time"), up to 65,000 59,500 Units at an initial exercise price (subject to adjustment as provided in Article 8 7 hereof) of $14.50 9.90 per Unit (145107% of the public offering pricePublic Offering price of the Units) (the "Exercise Price" or "Purchaser ). The exercise price of each Underlying Warrant shall be $3.75 per share of Common Stock ("Underlying Exercise Price"), each Unit consisting . The adjusted exercise price shall be the price which shall result from time to time from any and all adjustments of two the initial exercise price in accordance with the provisions of Section 7 hereof. The Underlying Warrants are exercisable during the sixty (260) Shares and two (2) non-redeemable Underlying Warrants. Each Underlying Warrant is exercisable to purchase day period commencing one (1) share of Common Stock at $6.00 per share during the five (5) year period commencing on following the Effective DateDate in accordance with the Warrant Agreement. Except as specifically otherwise provided herein, the Units, the Shares Underlying Common Stock and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering Public Offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Representative Warrants, the Units, the SharesUnderlying Common Stock, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) Section 6 of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________333-15567) ("Registration Statement") and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on _______April ___, 1999 1997 (the "Effective Date"). This Agreement, relating to the purchase of the Representative Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Representative Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on the Effective Closing Date (as defined in the Underwriting Agreement), and expiring five at 5:30 P.M., New York local time, on April __, 1998 (5) years thereafter 12 months after the Effective Date); provided that, if such date shall fall on a weekend day or federal holiday, then the next following day which is not a weekend day or federal holiday (the "Expiration Time"), up to 65,000 59,500 Units at an initial exercise price (subject to adjustment as provided in Article 8 7 hereof) of $14.50 9.63 per Unit (145107% of the public offering pricePublic Offering price of the Units) (the "Exercise Price" or "Purchaser ). The exercise price of each Underlying Warrant shall be $4.00 per share of Common Stock ("Underlying Exercise Price"), each Unit consisting . The adjusted exercise price shall be the price which shall result from time to time from any and all adjustments of two the initial exercise price in accordance with the provisions of Section 7 hereof. The Underlying Warrants are exercisable during the sixty (260) Shares and two (2) non-redeemable Underlying Warrants. Each Underlying Warrant is exercisable to purchase day period commencing one (1) share of Common Stock at $6.00 per share during the five (5) year period commencing on following the Effective DateDate in accordance with the Warrant Agreement. Except as specifically otherwise provided herein, the Units, the Shares Underlying Common Stock and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering Public Offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Representative Warrants, the Units, the SharesUnderlying Common Stock, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) Section 6 of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________) and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on __________, 1999 1998 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on the Effective Date and expiring five (5) years thereafter (the "Expiration Time"), up to 65,000 Units 120,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 7.50 per Unit share (145150% of the public offering price) and/or 120,000 non-redeemable Underlying Warrants at an initial exercise price of $.1875 per warrant (150% of the public offering price) (the "Exercise Price" or "Purchaser Purchase Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 7.50 per share during the five (5) year period commencing on the Effective Date. Except as specifically otherwise provided herein, the Units, the Shares and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) of this Underwriter's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 S-1 (File No. ________________) (the "Registration Statement") and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on ______________, 1999 199__ (the "Effective Date"). This Agreement, relating to the purchase of the Representative's Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Representative's Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the four year period commencing on __________, 199__ (one year from the Effective Date date of the final prospectus (the "Prospectus Date") relating to the Public Offering (the "Purchase Date") and expiring five at 5:00 New York time on ____________, 200__, (5four years after the Purchase Date) years thereafter (the "Expiration Time"), up to 65,000 Units at 140,000 Units, an initial exercise price (subject to adjustment as provided in Article 8 hereof) 8) of $14.50 6.15 per Unit (145120% of the public offering price) (the Unit IPO Price)(the "Unit Exercise Price" or "Purchaser Price"), each Unit consisting or $6.00 per Share (the "Share Exercise Price") and $.15 per Underlying Warrant (the "Warrant Exercise Price"), subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one Underlying Warrant Share (1subject to adjustment as provided in Article 8) at the IPO exercise price (the "Underlying Warrant Share Exercise Price") share of Common Stock at $6.00 per share during the five (5) four year period commencing on the Effective DatePurchase Date and ending on the Expiration Time. Except as specifically otherwise provided herein, the UnitsShares, the Shares Underlying Warrants and the Underlying Warrants Warrant Shares constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles Certificate of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering Public Offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying WarrantsWarrant Shares, as more fully described in paragraph seven (7) Article 7 of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) four years from the Effective Purchase Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________333-3860) and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on __________, 1999 1997 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on the Effective Date and expiring five (5) years thereafter (the "Expiration Time"), up to 65,000 Units 150,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 8.25 per Unit share (145165% of the public offering price) and/or 225,000 non-redeemable Underlying Warrants at an initial exercise price of $.20625 per warrant (165% of the public offering price) (the "Exercise Price" or "Purchaser Purchase Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 8.25 per share during the five (5) year period commencing on the Effective Date. Except as specifically otherwise provided herein, the Units, the Shares and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change charge of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 S-1 (File No. _________333-09951) and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on __________, 1999 1998 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on the Effective Date and expiring five (5) years thereafter (the "Expiration Time"), up to 65,000 Units 200,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 8.25 per Unit share (145165% of the public offering price) and/or 250,000 non-redeemable Underlying Warrants at an initial exercise price of $.20625 per warrant (165% of the public offering price) (the "Exercise Price" or "Purchaser Purchase Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 8.25 per share during the five (5) year period commencing on the Effective Date. Except as specifically otherwise provided herein, the Units, the Shares and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) of this Underwriter's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes expiration date and percentage price change to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________33-90696) and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on ___________ , 1999 1996 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter Representative, as representative of the Underwriters, in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on the Effective Date and expiring five (5) years thereafter (the "Expiration Time"), up to 65,000 Units 120,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 7.50 per Unit share (145150% of the public offering price) and/or 120,000 non-redeemable Underlying Warrants at an initial exercise price of $.1875 per warrant (150% of the public offering price) (the "Exercise Price" or "Purchaser Purchase Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 7.50 per share during the five (5) year period commencing on the Effective Date. Except as specifically otherwise provided herein, the Units, the Shares and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) of this UnderwriterRepresentative's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.

Grant and Period. The above recitals are true and correct. The Public Offering has been registered under a Registration Statement on Form SB-2 (File No. _________) and declared effective by the Securities and Exchange Commission (the "SEC" or "Commission") on __________, 1999 (the "Effective Date"). This Agreement, relating to the purchase of the Warrants, is entered into pursuant to the Underwriting Agreement between the Company and the Underwriter in connection with the Public Offering. Pursuant to the Warrants, the Holders are hereby granted the right to purchase from the Company, at any time during the period commencing on the Effective Date and expiring five (5) years thereafter (the "Expiration Time"), up to 65,000 Units 175,000 Shares at an initial exercise price (subject to adjustment as provided in Article 8 hereof) of $14.50 8.25 per Unit share (145165% of the public offering price) and/or 175,000 non-redeemable Underlying Warrants at an initial exercise price of $.20625 per warrant (165% of the public offering price) (the "Exercise Price" or "Purchaser Purchase Price"), each Unit consisting subject to the terms and conditions of two (2) Shares and two (2) non-redeemable Underlying Warrantsthis Agreement. Each Underlying Warrant is exercisable to purchase one (1) share of Common Stock at $6.00 8.25 per share during the five (5) year period commencing on the Effective Date. Except as specifically otherwise provided herein, the Units, the Shares and the Underlying Warrants constituting the Warrant Securities shall bear the same terms and conditions as such securities described under the caption "Description of Securities" in the Registration Statement, and as designated in the Company's Articles of Incorporation and any amendments thereto, and the Underlying Warrants shall be governed by the terms of the Warrant Agreement executed in connection with the Company's public offering (the "Warrant Agreement"), except as provided herein, and the Holders shall have registration rights under the Securities Act of 1933, as amended (the "Act"), for the Warrants, the Units, the Shares, the Underlying Warrants, and the shares of Common Stock underlying the Underlying Warrants, as more fully described in paragraph seven (7) of this Underwriter's Warrant Agreement. In the event of any extension or change of the expiration date or reduction or change of the exercise price of the Public Warrants, the same such changes expiration date and percentage price change to the Underlying Warrants shall be simultaneously effected, except that the Underlying Warrants shall expire no later than five (5) years from the Effective Date.