Common use of Grant of Warrant Clause in Contracts

Grant of Warrant. THIS IS TO CERTIFY THAT for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, FISHXX XXXITAL LTD. ("Holder"), is entitled at any time from and after the date hereof and prior to May 13, 2003 (the "Expiration Date"), to exercise this Warrant to purchase from JFAX.XXX, Xxc., a Delaware corporation (the "Company"), up to a number of shares (the "Warrant Shares") of the common stock, $.01 par value per share (the "Common Stock"), of the Company determined in accordance with the following sentence, at an exercise price of equal to the Exercise Price (as hereinafter defined) per Warrant Share, all on the terms and conditions and pursuant to the provisions hereinafter set forth. The aggregate number of Warrant Shares for which this Warrant may be exercised is equal to the product of (x) 195,000 multiplied by (y) the Conversion Number (as hereinafter defined); provided, however that the Company shall not effect the exercise of this Warrant and the Holder of this Warrant shall not have the right to exercise this Warrant to the extent that after giving effect to such exercise such Holder (together with such Holder's affiliates) would have acquired, through the exercise of this Warrant or otherwise, beneficial ownership of a number of shares of Common Stock during the 60-day period ending on and including the date this Warrant was exercised (the "60 Day Period"), that, when added to the number of shares of Common Stock beneficially owned by such Holder (together which such Holder's affiliates) at the beginning of the 60 Day Period, exceeds 10% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates or acquired by the Holder and its affiliates, as the case may be, shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect

Grant of Warrant. THIS IS TO CERTIFY THAT for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, FISHXX WINGXXX XXXITAL LTD. ("Holder"), is entitled at any time from and after the date hereof and prior to May 13, 2003 (the "Expiration Date"), to exercise this Warrant to purchase from JFAX.XXX, Xxc., a Delaware corporation (the "Company"), up to a number of shares (the "Warrant Shares") of the common stock, $.01 par value per share (the "Common Stock"), of the Company determined in accordance with the following sentence, at an exercise price of equal to the Exercise Price (as hereinafter defined) per Warrant Share, all on the terms and conditions and pursuant to the provisions hereinafter set forth. The aggregate number of Warrant Shares for which this Warrant may be exercised is equal to the product of (x) 195,000 105,000 multiplied by (y) the Conversion Number (as hereinafter defined); provided, however that the Company shall not effect the exercise of this Warrant and the Holder of this Warrant shall not have the right to exercise this Warrant to the extent that after giving effect to such exercise such Holder (together with such Holder's affiliates) (B) would have acquired, through the exercise of this Warrant or otherwise, beneficial ownership of a number of shares of Common Stock during the 60-day period ending on and including the date this Warrant was exercised (the "60 Day Period"), that, when added to the number of shares of Common Stock beneficially owned by such Holder (together which such Holder's affiliates) at the beginning of the 60 Day Period, exceeds 10% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates or acquired by the Holder and its affiliates, as the case may be, shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect

Grant of Warrant. THIS IS TO CERTIFY THAT for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, FISHXX XXXITAL [FISHXX] [XINGXXX] XXPITAL LTD. ("Holder"), is entitled at any time from and after the date hereof and prior to May 13June 30, 2003 (the "Expiration Date"), to exercise this Warrant to purchase from JFAX.XXX, Xxc., a Delaware corporation (the "Company"), up to a number of ________ shares (the "Warrant Shares") of the common stock, $.01 par value per share (the "Common Stock"), of the Company determined in accordance with the following sentenceCompany, at an exercise price (the "Exercise Price") of equal to the Exercise Price (as hereinafter defined) $.01 per Warrant Share, all on the terms and conditions and pursuant to the provisions hereinafter set forth. The aggregate number of Warrant Shares for which this Warrant may be exercised is equal to the product of (x) 195,000 multiplied by (y) the Conversion Number (as hereinafter defined)________; provided, however that the Company shall not effect the exercise of this Warrant and the Holder of this Warrant shall not have the right to exercise this Warrant to the extent that after giving effect to such exercise such Holder (together with such Holder's affiliates) would have acquired, through the exercise of this Warrant or otherwise, beneficial ownership of a number of shares of Common Stock during the 60-day period ending on and including the date this Warrant was exercised (the "60 Day Period"), that, when added to the number of shares of Common Stock beneficially owned by such Holder (together which such Holder's affiliates) at the beginning of the 60 Day Period, exceeds 10% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates or acquired by the Holder and its affiliates, as the case may be, shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respectrespect to which the determination of such sentence is being made, but shall exclude the number of shares of Common Stock which would be issuable upon (i) conversion of the remaining, non-exercised Warrants beneficially owned by the Holder

Grant of Warrant. THIS IS TO CERTIFY THAT for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, FISHXX XXXITAL [FISHXX] [XINGXXX] XXPITAL LTD. ("Holder"), is entitled at any time from and after the date hereof and prior to May 13June 30, 2003 (the "Expiration Date"), to exercise this Warrant to purchase from JFAX.XXX, Xxc., a Delaware corporation (the "Company"), up to a number of ________ shares (the "Warrant Shares") of the common stock, $.01 par value per share (the "Common Stock"), of the Company determined in accordance with the following sentenceCompany, at an exercise price (the "Exercise Price") of equal to the Exercise Price (as hereinafter defined) $.01 per Warrant Share, all on the terms and conditions and pursuant to the provisions hereinafter set forth. The aggregate number of Warrant Shares for which this Warrant may be exercised is equal to the product of (x) 195,000 multiplied by (y) the Conversion Number (as hereinafter defined)________; provided, however that the Company shall not effect the exercise of this Warrant and the Holder of this Warrant shall not have the right to exercise this Warrant to the extent that after giving effect to such exercise such Holder (together with such Holder's affiliates) would have acquired, through the exercise of this Warrant or otherwise, beneficial ownership of a number of shares of Common Stock during the 60-day period ending on and including the date this Warrant was exercised (the "60 Day Period"), that, when added to the number of shares of Common Stock beneficially owned by such Holder (together which such Holder's affiliates) at the beginning of the 60 Day Period, exceeds 10% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates or acquired by the Holder and its affiliates, as the case may be, shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respectrespect to which the determination of such sentence is being made, but shall exclude the number of shares of Common Stock which would be issuable upon (i) conversion of the remaining, non-exercised Warrants beneficially owned by the Holder 32 and its affiliates and (ii) exercise or conversion of the unexercised or unconverted portion of any other securities of the Company subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder and its affiliates. Except as set forth in the preceding sentence, beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended. For purposes of this Warrant, in determining the number of outstanding shares of Common Stock the Holder may rely on the number of outstanding shares of Common Stock as reflected in (1) the Company's most recent Form 10-Q or Form 10-K, as the case may be, (2) a more recent public announcement by the Company or (3) any other notice by the Company or its transfer agent setting forth the number of shares of Common Stock outstanding. For any reason at any time, upon the written or oral request of the Holder of this Warrant, the Company shall within two (2) Business Days confirm orally and in writing to the Holder the number of shares Common Stock then outstanding. In any case, the number of outstanding shares of Common Stock shall be determined after giving effect to the exercise of this Warrant by the Holder and it affiliates since the date as of which such number of outstanding shares of Common Stock was reported. This Warrant is granted by the Company to the Holder in accordance with the Agreement and Plan of Merger, dated as of July 13, 2000 (the "Merger Agreement") among the Company, eFAX.xxx, xxd JFAX.XXX Xxxger Sub, Inc. This Warrant shall not be valid or obligatory for any purpose until it has been executed and delivered by the Company and accepted and agreed to by the Holder, as set forth on the signature page hereof.

Grant of Warrant. THIS IS TO CERTIFY THAT for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, FISHXX XXXITAL [FISHXX] [XINGXXX] XXPITAL LTD. ("Holder"), is entitled at any time from and after the date hereof and prior to May 13June 30, 2003 (the "Expiration Date"), to exercise this Warrant to purchase from JFAX.XXX, Xxc., a Delaware corporation (the "Company"), up to a number of ________ shares (the "Warrant Shares") of the common stock, $.01 par value per share (the "Common Stock"), of the Company determined in accordance with the following sentenceCompany, at an exercise price (the "Exercise Price") of equal to the Exercise Price (as hereinafter defined) $.01 per Warrant Share, all on the terms and conditions and pursuant to the provisions hereinafter set forth. The aggregate number of Warrant Shares for which this Warrant may be exercised is equal to the product of (x) 195,000 multiplied by (y) the Conversion Number (as hereinafter defined)________; provided, however that the Company shall not effect the exercise of this Warrant and the Holder of this Warrant shall not have the right to exercise this Warrant to the extent that after giving effect to such exercise such Holder (together with such Holder's affiliates) would have acquired, through the exercise of this Warrant or otherwise, beneficial ownership of a number of shares of Common Stock during the 60-day period ending on and including the date this Warrant was exercised (the "60 Day Period"), that, when added to the number of shares of Common Stock beneficially owned by such Holder (together which such Holder's affiliates) at the beginning of the 60 Day Period, exceeds 10% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates or acquired by the Holder and its affiliates, as the case may be, shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respectrespect to which the determination of such sentence is being made, but shall exclude the number of shares of Common Stock which would be issuable upon (i) conversion of the remaining, non-exercised Warrants beneficially owned by the Holder 8 and its affiliates and (ii) exercise or conversion of the unexercised or unconverted portion of any other securities of the Company subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder and its affiliates. Except as set forth in the preceding sentence, beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended. For purposes of this Warrant, in determining the number of outstanding shares of Common Stock the Holder may rely on the number of outstanding shares of Common Stock as reflected in (1) the Company's most recent Form 10-Q or Form 10-K, as the case may be, (2) a more recent public announcement by the Company or (3) any other notice by the Company or its transfer agent setting forth the number of shares of Common Stock outstanding. For any reason at any time, upon the written or oral request of the Holder of this Warrant, the Company shall within two (2) Business Days confirm orally and in writing to the Holder the number of shares Common Stock then outstanding. In any case, the number of outstanding shares of Common Stock shall be determined after giving effect to the exercise of this Warrant by the Holder and it affiliates since the date as of which such number of outstanding shares of Common Stock was reported. This Warrant is granted by the Company to the Holder in accordance with the Agreement and Plan of Merger, dated as of July 13, 2000 (the "Merger Agreement") among the Company, eFAX.xxx, xxd JFAX.XXX Xxxger Sub, Inc. This Warrant shall not be valid or obligatory for any purpose until it has been executed and delivered by the Company and accepted and agreed to by the Holder, as set forth on the signature page hereof.