Common use of GRANT OF THE RIGHT TO PURCHASE PREFERRED STOCK Clause in Contracts

GRANT OF THE RIGHT TO PURCHASE PREFERRED STOCK. For the first $1,000,000 portion of the Loans, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe to and purchase, from the Company, 45,000 fully paid and non-assessable shares of the Company's Series A Preferred Stock ("Preferred Stock") at a purchase price of $1.00 per share (the "Exercise Price") provided however, that from and after the effective date of the registration statement for the Company's initial public offering of its equity securities, the securities purchasable by the Warrantholder upon the exercise of this Warrant Agreement shall be shares of the Company's Common Stock ("Common Stock") which shares shall be purchasable by the Warrantholder in the same number that the Warrantholder would otherwise have been entitled to purchase had this Warrant Agreement remained exercisable for shares of the Company's Preferred Stock. From and after the effective date of the registration statement for the Company's initial public offering of its equity securities, the Warrantholder shall not have any further right pursuant to this Warrant Agreement to purchase shares of the Company's Preferred Stock. The shares of Preferred Stock or Common Stock that are issuable from time to time upon the exercise of this Warrant Agreement are sometimes referred to herein as the "Stock. In the event that the Company requests and the Warrantholder funds any portion of the additional $250,000 Advances between the first $1,000,000 and up to $1,500,000 as provided under the Loans, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe for and purchase, from the Company, for each Advance funded, 11,250 shares of Stock at the Exercise Price. The number and purchase price of such shares are subject to adjustment as provided in Section 8 hereof.

GRANT OF THE RIGHT TO PURCHASE PREFERRED STOCK. For the first $1,000,000 portion of the Loans, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe to and purchase, from the Company, 45,000 14,483 fully paid and non-assessable shares of the Company's Series A B Preferred Stock ("Preferred Stock") at a purchase price of $1.00 2.90 per share (the "Exercise Price") provided however, that from and after the effective date of the registration statement for the Company's initial public offering of its equity securities, the securities purchasable by the Warrantholder upon the exercise of this Warrant Agreement shall be shares of the Company's Common Stock ("Common Stock") which shares shall be purchasable by the Warrantholder in the same number that the Warrantholder would otherwise have been entitled to purchase had this Warrant Agreement remained exercisable for shares of the Company's Preferred Stock. From and after the effective date of the registration statement for the Company's initial public offering of its equity securities, the Warrantholder shall not have any further right pursuant to this Warrant Agreement to purchase shares of the Company's Preferred Stock. The shares of Preferred Stock or Common Stock that are issuable from time to time upon the exercise of this Warrant Agreement are sometimes referred to herein as the "Stock. In the event that the Company requests and the Warrantholder funds any portion of the additional $250,000 Advances between the first $1,000,000 and up to $1,500,000 2,000,000 as provided under the Loans, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe for and purchase, from the Company, for each Advance funded, 11,250 14,483 shares of Stock at the Exercise Price. In the event that the Company requests and the Warrantholder funds any portion of the additional Advances between the first $2,000,000 and up to $5,000,000 as provided under the Loans, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe for and purchase, from the Company, 16,206 shares of Stock at the Exercise Price for each increment of remaining $1,000,000 funded under the Loan. For purposes of calculating the number of shares issuable hereunder, after the first dollar of each $1,000,000 installment is funded, the applicable number of shares referred to above shall be issuable. The number and purchase price of such shares are subject to adjustment as provided in Section 8 hereof.

GRANT OF THE RIGHT TO PURCHASE PREFERRED STOCK. For the first $1,000,000 portion of the Loans, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe to and purchase, from the Company, 45,000 fully paid and non-assessable shares of the Company's Series A Preferred Stock ("Preferred Stock") at a purchase price of $1.00 per share (the "Exercise Price") provided however, that from and after the effective date of the registration statement for the Company's initial public offering of its equity securities, the securities purchasable by the Warrantholder upon the exercise of this Warrant Agreement shall be shares of the Company's Common Stock ("Common Stock") which shares shall be purchasable by the Warrantholder in the same number that the Warrantholder would otherwise have been entitled to purchase had this Warrant Agreement remained exercisable for shares of the Company's Preferred Stock. From and after the effective date of the registration statement for the Company's initial public offering of its equity securities, the Warrantholder shall not have any further right pursuant to this Warrant Agreement to purchase shares of the Company's Preferred Stock. The shares of Preferred Stock or Common Stock that are issuable from time to time upon the exercise of this Warrant Agreement are sometimes referred to herein as the "Stock. In the event that the Company requests and the Warrantholder funds any portion of the additional $250,000 Advances between the first $1,000,000 and up to $1,500,000 as provided under the Loansvalue received, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe for and purchase, purchase from the Company, for each Advance funded, 11,250 Company that number of fully paid and non assessable shares of the Company's Series D Preferred Stock at ("Preferred Stock") equal to Forty Six Thousand Five Hundred Dollars ($46,000) ("Aggregate Purchase Price") divided by the Exercise Price ("Exercise Price"). The Exercise Price shall equal the numeric average of (a) $3.49 per share (the price per share of Series D Preferred Stock) and (b) the price per share in the next round ("Next Round"), so long as the Next Round occurs within ninety (90) days of the date herein, provided however, if the Next Round is not successfully completed within ninety (90) days of the date herein, then the Exercise Price shall be equal to $3.49 per share. Next Round shall be defined as (i) next private round of equity financing, (ii) the Company's initial public offering (as defined below), (iii) merger or acquisition. The number and purchase price of such shares are subject to adjustment as provided in Section 8 hereof. Notwithstanding the term of this Warrant Agreement as set forth above, the right to purchase Preferred Stock as granted shall expire, if not previously exercised, immediately upon the closing of either of the following events: (i) the issuance and sale of shares of Common Stock of the Company in the Company's first public offering of securities for its own account pursuant to an effective registration statement under the Securities Act of 1933, as amended (the "Initial Public Offering"), provided that the underwriters so request that the Warrantholder exercise at that time. (ii) upon the closing of a merger or consolidation of the Company with or into another corporation when the Company is not the surviving corporation, or the sale of all or substantially all of the Company's properties and assets to any other person (the "Merger") provided in which Warrantholder realizes a value for its shares equal to three (3) times the Exercise Price and acquirer so request that the Warrantholder exercise at that time. The Company shall notify the Warrantholder if the Initial Public Offering or Merger is proposed within a reasonable period of time prior to the filing of a registration statement or the closing of the Merger and if the Company fails to deliver such written notice within a reasonable period of time, anything to the contrary in this Warrant Agreement notwithstanding, the rights to purchase will not expire until ten (10) business days after the Company delivers such notice to the Warrantholder. Such notice shall also contain such details of the proposed Initial Public Offering or Merger as are reasonable in the circumstances and notice that this Warrant Agreement is expected to expire upon closing thereof. If such closing does not take place, the Company shall promptly notify the Warrantholder that such proposed transaction has been terminated. Anything to the contrary in this Warrant Agreement notwithstanding, the Warrantholder may rescind any exercise of its purchase rights promptly after such notice of termination of the proposed transaction if the exercise of warrants occurred after the Company notified the Warrantholder that the Initial Public Offering or Merger was proposed or if the exercise were otherwise precipitated by such proposed Initial Public Offering or Merger. In the event of such rescission, the Warrants will continue to be exercisable on the same terms and conditions.

GRANT OF THE RIGHT TO PURCHASE PREFERRED STOCK. For the first $1,000,000 portion of the Loans, the (a) The Company hereby grants to the WarrantholderWarrantholder pursuant to Equipment Schedule VL-1, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe to and purchase, from the Company, 45,000 90,000 fully paid and non-assessable shares of the Company's Series A Convertible Preferred Stock ("Preferred Stock") at a purchase price of $1.00 per share (the "Exercise Price"). The number and kind of such shares and the Exercise Price are subject to adjustment as provided in Sections 3 and 8 hereof. (b) provided howeverThe Company hereby grants to the Warrantholder pursuant to Equipment Schedule VL-2, that and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe to and purchase, from and after the effective date of the registration statement for the Company's initial public offering of its equity securities, the securities purchasable by the Warrantholder upon the exercise of this Warrant Agreement shall be shares of the Company's Common Stock ("Common Stock") which shares shall be purchasable by the Warrantholder in the same number that the Warrantholder would otherwise have been entitled to purchase had this Warrant Agreement remained exercisable for 75,000 fully paid and non-assessable shares of the Company's Preferred StockStock at a purchase price equal to the Exercise Price. From The number and after kind of such shares and the effective date Exercise Price are subject to adjustment as provided below in this Section 1 and in Sections 3 and 8 hereof. If the Company notifies the Warrantholder in writing by June 30, 1994 that it does not intend to utilize all or any portion of the registration statement for financing as set forth in Equipment Schedule VL-2 (including, without limitation, on account of the Company's initial public offering intention to transfer any portion of its equity securitiesunused financing under Equipment Schedule VL-2 to Equipment Schedule VL-1), then the Warrantholder shall not have any further right pursuant to this Warrant Agreement to purchase number of shares of the Company's Preferred Stock. The Stock which the Warrantholder shall be entitled to purchase hereunder shall be reduced by subtracting that number of shares obtained by dividing (i) the product of (x) the unused portion of Equipment Schedule VL-2 and (y) 10%, by the then applicable Exercise Price; PROVIDED, HOWEVER, that if the Company uses any portion of Equipment Schedule VL-2, the number of shares of Preferred Stock or Common purchasable by the Warrantholder pursuant to Section 1 (b) hereof shall in any event be at least equal to twenty-five percent (25%) of the number of shares of Preferred Stock that are issuable from time purchasable by the Warrantholder pursuant to time upon said Section 1 (b) on the exercise of this Warrant Agreement are sometimes referred to herein as the "Stockdate hereof. In the event that the Company requests and the Warrantholder funds does not utilize any portion of the additional $250,000 Advances between the first $1,000,000 and up to $1,500,000 financing set forth under Equipment Schedule VL-2 Warrantholder agrees that there will be no shares purchasable or fees due as provided for under Section l(b) of this Warrant Agreement. In addition, in the Loansevent the Company exercises their option to apply any unused portion of financing available under Equipment Schedule VL-2 to Equipment Schedule VL-1, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe for and purchase, from the Company, for each Advance funded, 11,250 Company that number of fully paid and non-assessable shares of the Company's Preferred Stock at obtained by dividing (i) the Exercise Price. The number product of (x) the dollar amount of any unused portion of financing transferred from Equipment Schedule VL-2 to Equipment Schedule VL-1 and purchase price of such shares are subject to adjustment as provided in Section 8 hereof(y) 9%, by (ii) $1.00.

GRANT OF THE RIGHT TO PURCHASE PREFERRED STOCK. For Part I (as defined in the first $1,000,000 portion Loans) the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe to and purchase, from the Company, 160,000 fully paid and non-assessable shares of the Company's Series D Preferred Stock ("Preferred Stock") at a purchase price of $2.50 per share (the "Exercise Price"). In the event Part II is made available (as set forth in the Loans) and the Series E Preferred Stock financing closes after 90 days from the commitment date of the Series E Preferred Stock financing, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe to and purchase, from the Company, 45,000 160,000 fully paid and non-assessable shares of the Company's Series A Preferred Stock ("Preferred Stock") at a purchase price of $1.00 per share (the "Exercise Price") provided however, that from and after the effective date of the registration statement for the Company's initial public offering of its equity securities, the securities purchasable by the Warrantholder upon the exercise of this Warrant Agreement shall be shares of the Company's Common Stock ("Common Stock") which shares shall be purchasable by the Warrantholder in the same number that the Warrantholder would otherwise have been entitled to purchase had this Warrant Agreement remained exercisable for shares of the Company's Preferred Stock. From and after the effective date of the registration statement for the Company's initial public offering of its equity securities, the Warrantholder shall not have any further right pursuant to this Warrant Agreement to purchase shares of the Company's Preferred Stock. The shares of Preferred Stock or Common Stock that are issuable from time to time upon the exercise of this Warrant Agreement are sometimes referred to herein as the "Stock. In the event that the Company requests and the Warrantholder funds any portion of the additional $250,000 Advances between the first $1,000,000 and up to $1,500,000 as provided under the Loans, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe for and purchase, from the Company, for each Advance funded, 11,250 shares of Stock at the Exercise Price. In the event the Company utilizes Part II and the Series E Preferred Stock financing closes within 90 days from the commitment date of the Series E Preferred Stock financing, then the Borrower will execute and deliver to Warrantholder a Warrant Agreement, in form and substance satisfactory to Warrantholder, whereby the Company shall grant to Warrantholder the right to purchase that number of shares of Series E Preferred Stock equal to $400,000 divided by the price per share of said Series E shares. Such Warrant Agreement shall be delivered within fifteen (15) days of the close of the Series E Preferred Stock financing. The number and purchase price of such shares are subject to adjustment as provided in Section 8 hereof.

GRANT OF THE RIGHT TO PURCHASE PREFERRED STOCK. For the first $1,000,000 portion of the Loans, the The Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe to and purchase, from the Company, 45,000 _________ fully paid and non-non- assessable shares of the Company's Series A Preferred Stock ("Preferred Stock") " at a purchase price of $1.00 _______ per share (the "Exercise Price") provided however, that from and after the effective date of the registration statement for the Company's initial public offering of its equity securities, the securities purchasable by the Warrantholder upon the exercise of this Warrant Agreement shall be shares of the Company's Common Stock ("Common Stock") which shares shall be purchasable by the Warrantholder in the same number that the Warrantholder would otherwise have been entitled to purchase had this Warrant Agreement remained exercisable for shares of the Company's Preferred Stock. From and after the effective date of the registration statement for the Company's initial public offering of its equity securities, the Warrantholder shall not have any further right pursuant to this Warrant Agreement to purchase shares of the Company's Preferred Stock. The shares of Preferred Stock or Common Stock that are issuable from time to time upon the exercise of this Warrant Agreement are sometimes referred to herein as the "Stock. In the event that the Company requests and the Warrantholder funds any portion of the additional $250,000 Advances between the first $1,000,000 and up to $1,500,000 as provided under the Loans, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe for and purchase, from the Company, for each Advance funded, 11,250 shares of Stock at the Exercise Price). The number and purchase price of such shares are subject to adjustment as provided in Section 8 hereof. In the event Warrantholder fails to make available any or all of the Phase II financing as set forth in the Leases, then the number of shares of the Company's Preferred Stock, which the Warrantholder shall be entitled to purchase hereunder shall be reduced by _________. Prior to the exercise of the right to purchase Preferred Stock set forth in this Section 1, in the event of an automatic conversion of the Preferred Stock into the Company's Common Stock or in the event that there are no shares of Preferred Stock outstanding (each, a "Conversion Event"), the right to subscribe to and purchase Preferred Stock hereunder shall automatically and without any other action be converted into the right to subscribe to and purchase such number of shares of the Company's Common Stock as the holder of this Warrant Agreement would be 1. entitled to receive if the Preferred Stock purchasable hereunder had been converted into the Company's Common Stock immediately prior to the occurrence of such Conversion Event. Notwithstanding anything to the contrary set forth herein, upon the happening of a Conversion Event, the provisions of Sections 8(d), 8(g) and 8 h hereof shall apply to Common Stock in lieu of Preferred Stock.