Common use of Issuance of Warrant; Term Clause in Contracts

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine Partners, L.P. making a loan to the Company in an amount of $5,000,000 (the “Loan”) pursuant to the terms of a secured promissory note of even date herewith (the “Note”) and related loan agreement of even date herewith (the “Loan Agreement”), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 shares (“Base Amount”) of the Company’s Class A common stock (the “Common Stock”), which the Company represents to equal 15% of the shares of capital stock outstanding on the date hereof, calculated on a fully diluted basis and assuming exercise of this Warrant, provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9, 2003 825,222 shares, which the Company represents to equal 18% of the shares of the Company’s capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2004 999,320 shares, which the Company represents to equal 21% of the shares of the Company’s capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2005 1,187,162 shares, which the Company represents to equal 24% of the shares of the Company’s capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2006 1,253,115 shares, which the Company represents to equal 25% of the shares of the Company’s capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine PartnersSIRROM INVESTMENTS, L.P. INC. making a loan to the Company in an amount of One Million and Five Hundred Thousand and no/100ths Dollars ($5,000,000 (the “Loan”1,500,000) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 275,682 shares (“Base Amount”) of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 15equals 13% of the shares of capital stock outstanding of the Company on the date hereof, calculated on a fully diluted basis and assuming after exercise of this Warrant("Base Amount"), provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9below (the "Outstanding Debt Rachets"): Date Base Amount ----------------- -------------------------------- December 11, 2003 825,222 shares2000 306,595 shares of Common Stock, which the Company represents to equal 18equals 14.25% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise exercise. December 11, 2001 338,423 shares of this Warrant August 9, 2004 999,320 sharesCommon Stock, which the Company represents to equal 21equals 15.50% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise exercise. December 11, 2002 371,206 shares of this Warrant August 9, 2005 1,187,162 sharesCommon Stock, which the Company represents to equal 24equals 16.75% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9exercise. and further provided that the initial Base Amount shall be increased to the corresponding number set forth below if the Company's total revenues, 2006 1,253,115 sharesas determined in accordance with generally accepted accounting principles, which consistently applied ("GAAP"), or EBITDA for the Company represents fiscal year ending September 30, 1998 are equal to equal 25or less than the amounts listed below: Actual Revenue for Actual EBITDA for Fiscal Year Ending Fiscal Year Ending September 30, 1998 September 30, 1998 Base Amount ------------------ ------------------ --------------------------- $7,360,000 $740,000 18% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise exercise. $7,450,000 $750,000 17% of this Warrantthe capital stock of the Company on the date hereof calculated on a fully diluted basis after exercise. $7,540,000 $760,000 16% of the capital stock of the Company on the date hereof calculated on a fully diluted basis after exercise. $7,640,000 $770,000 15% of the capital stock of the Company on the date hereof calculated on a fully diluted basis after exercise. $7,730,000 $780,000 14% of the capital stock of the Company on the date hereof calculated on a fully diluted basis after exercise.

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine Partners, L.P. FINOVA MEZZANINE CAPITAL INC. making a loan to the Company in an amount of Four Million and no/100ths Dollars ($5,000,000 (the “Loan”4,000,000) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 915,000 shares (“the "Base Amount”") of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 157.41% of the shares of capital stock outstanding on the date hereof, calculated on a fully diluted basis and assuming exercise of this Warrant, provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9------------------ ------------------------------------------ September 30, 2003 825,222 2002 1,015,000 shares, which the Company represents to equal 188.16% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9September 30, 2004 999,320 2003 1,115,000 shares, which the Company represents to equal 218.89% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9September 30, 2005 1,187,162 2004 1,215,000 shares, which the Company represents to equal 249.61% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2006 1,253,115 shares, which the Company represents to equal 25% of the The shares of Common Stock issuable upon exercise of this Warrant are hereinafter referred to as the Company’s capital stock outstanding on "Shares." This Warrant shall be exercisable at any time and from time to time from the date hereof calculated on a fully diluted basis after exercise of this Warrantuntil October 31, 2004 (the "Expiration Date").

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine Partners, L.P. SIRROM CAPITAL CORPORATION making a loan to the Company in an the amount of Two Million and no/l00ths Dollars $5,000,000 (the “Loan”2,000,000) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 21,449 shares (“Base Amount”) of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 153.25% of the shares of capital stock outstanding on the date hereof, calculated on a fully diluted basis and assuming exercise of this WarrantWarrant ("Base Amount"), provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9----------------- ----------------------------------------- June 30, 2003 825,222 2000 30,087 shares, which the Company represents to equal 184.5% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9June 30, 2004 999,320 2001 38,955 shares, which the Company represents to equal 215.75% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9June 30, 2005 1,187,162 2002 48,061 shares, which the Company represents to equal 247% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2006 1,253,115 shares, which the Company represents to equal 25% For purposes of the foregoing paragraph, "shares outstanding on a fully diluted basis" constitutes a total of the Company’s capital 638,528 shares (i.e. 576,327 outstanding shares and 62,201 shares issuable pursuant to vested options) shall not include employee stock options outstanding on the date hereof calculated in favor of current or former employees of the Company that are not vested on a fully diluted basis after the date hereof or that expire on or before June 30, 1997. The shares of Common Stock issuable upon exercise of this WarrantWarrant are hereinafter referred to as the "Shares." This Warrant shall be exercisable at any time and from time to time from the date hereof until July , 2002, and if not exercised or "put" back to the Company pursuant to Section 9 hereof by such date, it shall be deemed to have expired, and thereafter shall be null and void in all respects.

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine Partners, L.P. SIRROM CAPITAL CORPORATION making a loan to the Company in an amount of One Million Seven Hundred Fifty Thousand and no/100ths Dollars, ($5,000,000 (the “Loan”1,750,000.00) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement dated June 24, 1997, as amended pursuant to a First Amendment to Loan Agreement and Loan Documents of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 186,836 shares (“Base Amount”) of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 15equals 2% of the shares of capital stock outstanding of the Company on the date hereof, calculated on a fully diluted basis and assuming after exercise of this Warrant("Base Amount"), provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9---------------------- ----------------------------------- June 24, 2003 825,222 shares2000 283,143 shares of Common Stock, which the Company represents to equal 18equals 3% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise exercise. June 24, 2001 381,456 shares of this Warrant August 9, 2004 999,320 sharesCommon Stock, which the Company company represents to equal 21equals 4% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise exercise. June 24, 2002 481,839 shares of this Warrant August 9, 2005 1,187,162 sharesCommon Stock, which the Company represents to equal 24equals 5% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2006 1,253,115 shares, which the Company represents to equal 25% of the shares of the Company’s capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrantexercise.

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine PartnersEQUITAS, L.P. ------------------------- making a loan to the Company in an amount of Eight Hundred Ninety Thousand and no/100ths Dollars ($5,000,000 (the “Loan”890,000.00) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 147,114 shares (“the "Base Amount”") of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 152.67% of the shares of capital stock outstanding on the date hereof, calculated on a fully diluted basis and assuming exercise of this Warrant, provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9--------------------- -------------------------------------------- March 31, 2003 825,222 2000 173,832 shares, which the Company represents to equal 183.115% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9---------------------- -------------------------------------------- March 31, 2004 999,320 2001 200,825 shares, which the Company represents to equal 213.56% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9---------------------- -------------------------------------------- March 31, 2005 1,187,162 2002 228,410 shares, which the Company represents to equal 244.005% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2006 1,253,115 shares, which the Company represents to equal 25% of the The shares of Common Stock issuable upon exercise of this Warrant are hereinafter referred to as the Company’s capital stock outstanding on "Shares." This Warrant shall be exercisable at any time and from time to time from the date hereof calculated on a fully diluted basis after exercise of this Warrantuntil April 30, 2003 (the "Expiration Date").

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine PartnersSirrom Investments, L.P. Inc. making a loan to the Company in an amount of One Million Five Hundred Thousand and no/100ths Dollars ($5,000,000 (the “Loan”1,500,000) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 308,982 shares (“Base Amount”) of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 152% of the shares of capital stock outstanding on the date hereof, calculated on a fully diluted basis and assuming exercise of this WarrantWarrant ("Base Amount"), provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9----------------------------- -------------------------------------------- January 1, 2003 825,222 2000 549,124 shares, which the Company represents to equal 183.5% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9January 1, 2004 999,320 2001 796,849 shares, which the Company represents to equal 215.0% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9January 1, 2005 1,187,162 2002 1,052,522 shares, which the Company represents to equal 246.5% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2006 1,253,115 shares, which the Company represents to equal 25% of the The shares of Common Stock issuable upon exercise of this Warrant are hereinafter referred to as the Company’s capital stock outstanding on "Shares." This Warrant shall be exercisable at any time and from time to time from the date hereof calculated on a fully diluted basis after exercise of this Warrantuntil January 31, 2003. In the event that the Company does not receive an additional $1.5 million in equity capital by June 30, 1998, the Base Amount and the corresponding ratchets for the years 2000, 2001, and 2002 will be increased to 5.0%, 6.5%, 8.0% and 9.5%, respectively.

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine PartnersSIRROM INVESTMENTS, L.P. INC. making a loan to the Company in an amount of One Million Five Hundred Seventy-Five Thousand and no/100ths Dollars ($5,000,000 (the “Loan”1,575,000.00) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 720,000 shares (“Base Amount”) of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 156.69% of the shares of capital stock outstanding on the date hereof, calculated on a fully diluted basis and assuming exercise of this WarrantWarrant ("Base Amount"), provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9---------------------- ----------------------------------------------------- May 7, 2003 825,222 2000 836,328 shares, which the Company represents to equal 187.69% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9May 7, 2004 999,320 2001 955,434 shares, which the Company represents to equal 218.69% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9May 7, 2005 1,187,162 2002 1,077,177 shares, which the Company represents to equal 249.69% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2006 1,253,115 shares, which the Company represents to equal 25% of the The shares of Common Stock issuable upon exercise of this Warrant are hereinafter referred to as the Company’s capital stock outstanding on "Shares." This Warrant shall be exercisable at any time and from time to time from the date hereof calculated on a fully diluted basis after exercise of this Warrantuntil July 7, 2002.

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine Partners, L.P. SIRROM CAPITAL CORPORATION making a loan to the Company in an amount of Six Million and no/100ths Dollars ($5,000,000 (the “Loan”6,000,000) pursuant to the terms of a one or more secured promissory note of even date herewith notes (collectively the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 119,891 shares (“"Base Amount”") of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 151.5% of the shares of capital stock outstanding on the date hereof, calculated on a fully diluted basis and assuming exercise of this Warrant, provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: below (the "Outstanding Debt Rachets"): DATE BASE AMOUNT August 9---------------------------------------- ---------------------------------------------------- May 29, 2003 825,222 2001 160,670 shares, which the Company represents to equal 182.0% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9May 29, 2004 999,320 2002 201,868 shares, which the Company represents to equal 212.5% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9May 29, 2005 1,187,162 2003 243,491 shares, which the Company represents to equal 243.0% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2006 1,253,115 and further provided that the initial Base Amount shall be increased to 569,885 shares, which the Company represents to equal 25equals 6.75% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise in the event the Company does not complete a bona fide underwritten secondary public offering with net proceeds to the Company of this Warrantat least $15,000,000 by May 29, 1999. If the initial Base Amount is increased as set forth above, the Outstanding Debt Rachets shall be adjusted to increase the adjusted initial Base Amount by .5% for each year the Note remains outstanding beyond May 29, 2001. By way of illustration, if the initial Base Amount adjusted to 6.75% because the Company does not complete a bona fide underwritten secondary public offering with net proceeds to the Company of at least $15,000,000 by May 29, 1999, the Outstanding Debt Rachets for 2001, 2002, and 2003 shall be 7.25%, 7.75%, and 8.25%, respectively.

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine PartnersSIRROM INVESTMENTS, L.P. INC. making a loan to the Company in an amount of Three Million and no/100ths Dollars ($5,000,000 (the “Loan”3,000,000) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 260,192 shares (“Base Amount”) of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 15equals 4% of the shares of capital stock outstanding of the Company on the date hereof, calculated on a fully diluted basis and assuming exercise of this Warrant("Base Amount") including the Base Amount, provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9below (the "Outstanding Debt Rachets"): Date Base Amount --------------------------------------------- March 6, 2003 825,222 shares2001 398,592 shares of Common Stock, which the Company represents to equal 18equals 6% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise including the Base Amount. March 6, 2002 543,010 shares of this Warrant August 9, 2004 999,320 sharesCommon Stock, which the Company represents to equal 21equals 8% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise including the Base Amount. Date Base Amount --------------------------------------------------- March 6, 2003 693,846 shares of this Warrant August 9, 2005 1,187,162 sharesCommon Stock, which the Company represents to equal 24equals 10% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise including the Base Amount. and further provided that the initial Base Amount shall be increased to the corresponding number as set forth below based upon the Company's actual EBITDA for 1998 as a percentage of this Warrant August 9, 2006 1,253,115 sharesthe Company's budget for EBITDA for 1998: Actual EBITDA as a Base Amount Percentage of Budget ---------------------------------------------------- 75% to 100% 260,192 shares of Common Stock, which the Company represents to equal 25equals 4% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise including the Base Amount. Below 75% but 470,025 shares of this WarrantCommon greater than or Stock, which the Company equal to 50% represents equals 7% of the capital stock of the Company on the date hereof calculated on a fully diluted basis including the Base Amount. Below 50% 693,846 shares of Common Stock, which the Company represents equals 10% of the capital stock of the Company on the date hereof calculated on a fully diluted basis including the Base Amount. If the initial Base Amount is increased as set forth above, the Outstanding Debt Rachets shall be adjusted to increase the adjusted initial Base Amount by 2% for each year the Note remains outstanding beyond March 6, 2001 (by way of illustration, if the initial Base Amount is adjusted to 7% because the Company's actual EBITDA for 1998 is 70% of the 1998 budgeted amount, the Outstanding Debt Rachets for 2001, 2002, and 2003 shall be 9%, 11%, and 13%, respectively, of the total capital stock of the Company.

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine Partners, L.P. SIRROM CAPITAL CORPORATION making a loan to the Company in an amount of One Million Six Hundred Thousand and no/100ths Dollars ($5,000,000 (the “Loan”1,600,000.00) pursuant to the terms of a secured promissory note dated June 24, 1997 (the "Note") and a related Loan Agreement dated June 24, 1997 which was amended pursuant to a First Amendment to Loan Agreement and Loan Documents dated of even date herewith (the “Note”) and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 171,698 shares (“Base Amount”) of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 151.875% of the shares of capital stock outstanding of the Company on the date hereof, calculated on a fully diluted basis and assuming after exercise of this Warrant("Base Amount"), provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9-------------------------- ------------------------------------------ June 24, 2003 825,222 shares1999 231,288 shares of Common Stock, which the Company represents to equal 182.526% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise exercise. June 24, 2000 292,176 shares of this Warrant August 9, 2004 999,320 sharesCommon Stock, which the Company represents to equal 213.191% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise exercise. June 24, 2001 354,322 shares of this Warrant August 9, 2005 1,187,162 sharesCommon Stock, which the Company represents to equal 243.870% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise. The shares of Common Stock issuable upon exercise of this Warrant August 9, 2006 1,253,115 shares, which are hereinafter referred to as the Company represents "Shares." This Warrant shall be exercisable at any time and from time to equal 25% of the shares of the Company’s capital stock outstanding on time from the date hereof calculated on a until July 31, 2002. For purposes of this Warrant the term "fully diluted basis after exercise basis" shall be determined in accordance with generally accepted accounting principles as of this Warrantthe date hereof.

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine Partners, L.P. SIRROM CAPITAL ------------------------- CORPORATION making a loan to the Company in an amount of Four Million and no/100ths Dollars ($5,000,000 (the “Loan”4,000,000) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 557,490 shares (“Base Amount”) of the Company’s Class A common stock 's Common Stock, Series D (the “"Common Stock”"), which the Company represents to equal 155% of the shares of capital stock outstanding on the date hereof, calculated on a fully diluted basis and assuming exercise of this WarrantWarrant ("Base Amount"), provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT ----------------------- ----------------------------------- August 931, 2003 825,222 1999 676,105 shares, which the Company represents to equal 186% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 931, 2004 999,320 2000 797,270 shares, which the Company represents to equal 217% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 931, 2005 1,187,162 2001 921,070 shares, which the Company represents to equal 248% of the shares of the Company’s Company 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2006 1,253,115 shares, which In the event the Company represents fails to equal 25% either (i) raise and receive an additional One Million Dollars ($1,000,000) of equity, or (ii) prepay One Million Dollars ($1,000,000) in principal amount of the Note, on or prior to August 31, 1998, then the Base Amount automatically shall be increased by 1%. Such increase automatically shall be effective on September 1, 1998, and the number of shares of Common Stock described above shall be increased to reflect such Base Amount. In addition, if such Base Amount is increased, the Company’s capital stock outstanding on number of Shares and the applicable percentages set forth above with respect to the years August 1, 1999, August 1, 2000 and August 1, 2001 shall be increased to 7%, 8% and 9%, respectively, to reflect the increase in such Base Amount. The shares of Common Stock issuable upon exercise of this Warrant are hereinafter referred to as the "Shares." This Warrant shall be exercisable at any time and from time to time from the date hereof calculated on a fully diluted basis after exercise of this Warrantuntil August 1, 2002.

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine PartnersSIRROM INVESTMENTS, L.P. INC. making a loan to the Company in an amount of Three Million and no/100ths Dollars ($5,000,000 (the “Loan”3,000,000) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 6,657,895 shares (“"Base Amount”") of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 1514% of the shares of capital stock outstanding on the date hereof, calculated on a fully diluted basis and assuming exercise of this Warrant, provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: below (the "Outstanding Debt Ratchets"): DATE BASE AMOUNT August 9--------------------------------- ------------------------------------------------ November ___, 2003 825,222 2001 7,502,092 shares, which the Company represents to equal 1815.5% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9November ___, 2004 999,320 2002 8,376,801 shares, which the Company represents to equal 2117.0% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9November ___, 2005 1,187,162 2003 9,283,709 shares, which the Company represents to equal 2418.5% of the shares of the Company’s capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2006 1,253,115 shares, which the Company represents to equal 25% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine Partners, L.P. SIRROM CAPITAL ------------------------- CORPORATION making a loan to the Company in an amount of Four Million Three Hundred Thousand and no/l00ths Dollars ($5,000,000 (the “Loan”4,300,000) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 shares (“Base Amount”) of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents shall be equal to equal 156% of the shares of capital stock outstanding on the date hereofof exercise, calculated on a fully diluted basis and assuming exercise of this WarrantWarrant ("Base Amount"), provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9------------- -------------------------------------------------- June 19, 2003 825,222 shares, 1999 that number of shares which the Company represents shall be equal to equal 188.67% of the shares of the Company’s 's capital stock outstanding on the date hereof of exercise calculated on a fully diluted basis after exercise of this Warrant August 9June 19, 2004 999,320 shares, 2000 that number of shares which the Company represents shall be equal to equal 2111.34% of the shares of the Company’s 's capital stock outstanding on the date hereof of exercise calculated on a fully diluted basis after exercise of this Warrant August 9DATE BASE AMOUNT ------------- -------------------------------------------------- June 19, 2005 1,187,162 shares, 2001 that number of shares which the Company represents shall be equal to equal 2413% of the shares of the Company’s 's capital stock outstanding on the date hereof of exercise calculated on a fully diluted basis after exercise of this Warrant August 9June 19, 2006 1,253,115 shares, 2002 that number of shares which the Company represents shall be equal to equal 2515.67% of the shares of the Company’s 's capital stock outstanding on the date hereof of exercise calculated on a fully diluted basis after exercise of this WarrantWarrant The shares of Common Stock issuable upon exercise of this Warrant are hereinafter referred to as the "Shares." This Warrant shall be exercisable at any time and from time to time for the date hereof until July 30, 2002.

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine Partners, L.P. J. XXXX XXXXX making a loan to the Company in an amount of up to SIXTY-FIVE THOUSAND AND NO/100ths DOLLARS ($5,000,000 (the “Loan”65,000) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 7,025 shares (“Base Amount”) of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 15.16% of the shares of capital stock outstanding on the date hereof, calculated on a fully diluted basis and assuming exercise of this Warrant("Base Amount"), provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9Date Base Amount ---- ----------- September 23, 2003 825,222 1997 9,366 shares, which the Company represents to equal 18.21% of the shares of the Company’s capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9September 23, 2004 999,320 1998 11,708 shares, which the Company represents to equal 21.26% of the shares of the Company’s capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9September 23, 2005 1,187,162 1999 14,049 shares, which the Company represents to equal 24.31% of the shares of the Company’s capital stock outstanding on the date hereof calculated on a fully diluted basis after The shares of Common Stock issuable upon exercise of this Warrant August 9, 2006 1,253,115 shares, which are hereinafter referred to as the Company represents "Shares." This Warrant shall be exercisable at any time and from time to equal 25% of the shares of the Company’s capital stock outstanding on time from the date hereof calculated on a fully diluted basis after exercise until September 30, 1999. However, notwithstanding the foregoing, if the Second Disbursement (as defined in Section 4.2 of this Warrantthe Loan Agreement) is not made, the Base Amount for the initial period shall be reduced to 5,471, and the Base Amount for each subsequent year shall be reduced as follows: Date Base Amount ---- ----------- September 23, 1997 7,294 September 23, 1998 9,118 September 23, 1999 10,942

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine Partners, L.P. SIRROM CAPITAL CORPORATION making a loan to the Company in an amount of Four Million and no/100ths Dollars ($5,000,000 (the “Loan”4,000,000) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 7,532 shares (“Base Amount”) of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 15equals 0.4% of the shares of capital stock outstanding of the Company on the date hereof, calculated on a fully diluted basis and assuming after exercise of this Warrant("Base Amount"), provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9Date Base Amount ---------------- -------------------------------------------------- February 1, 2003 825,222 shares1998 11,320 shares of Common Stock, which the Company represents to equal 18equals 0.6% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise exercise. May 1, 1998 13,220 shares of this Warrant August 9, 2004 999,320 sharesCommon Stock, which the Company represents to equal 21equals 0.7% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise exercise. August 1, 1998 15,124 shares of this Warrant August 9, 2005 1,187,162 sharesCommon Stock, which the Company represents to equal 24equals 0.8% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise exercise. November 1, 1998 17,032 shares of this Warrant August 9, 2006 1,253,115 sharesCommon Stock, which the Company represents to equal 25equals 0.9% of the shares capital stock of the Company’s capital stock outstanding Company on the date hereof calculated on a fully diluted basis after exercise. February 1, 1999 18,944 shares of Common Stock, which the Company represents equals 1.0% of the capital stock of the Company on the date hereof calculated on a fully diluted basis after exercise. September 26, 2000 38,274 shares of Common Stock, which the Company represents equals 2.0% of the capital stock of the Company on the date hereof calculated on a fully diluted basis after exercise. September 26, 2001 58,004 shares of Common Stock, which the Company represents equals 3.0% of the capital stock of the Company on the date hereof calculated on a fully diluted basis after exercise. September 26, 2002 78,144 shares of Common Stock, which the Company represents equals 4.0% of the capital stock of the Company on the date hereof calculated on a fully diluted basis after exercise. Notwithstanding the foregoing to the contrary, each of the foregoing Base Amounts shall be increased by 99,126 shares of Common Stock, which the Company represents equals 5.0% of the capital stock of the Company on the date hereof calculated on a fully diluted basis after exercise, if the Company fails to repay the Note within 30 days of the Company successfully completing an underwritten public offering of its Common Stock with proceeds of the Company equal to or greater than $10,000,000 ("IPO"). The shares of Common Stock issuable upon exercise of this WarrantWarrant are hereinafter referred to as the "Shares." This Warrant shall be exercisable at any time and from time to time from the date hereof until October 26, 2002. For purposes of this Warrant the term "fully diluted basis" shall be determined in accordance with generally accepted accounting principles as of the date hereof.

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine Partners, L.P. SIRROM CAPITAL ------------------------- CORPORATION making a loan to the Company in an amount of One Million Six Hundred Ten Thousand and no/100ths Dollars ($5,000,000 (the “Loan”1,610,000.00) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 183,853 shares (“the "Base Amount”") of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 153.33% of the shares of capital stock outstanding on the date hereof, calculated on a fully diluted basis and assuming exercise of this Warrant, provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: DATE BASE AMOUNT August 9---------------------------------------------------------------------------------- March 31, 2003 825,222 2000 216,802 shares, which the Company represents to equal 183.885% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9---------------------------------------------------------------------------------- March 31, 2004 999,320 2001 269,702 shares, which the Company represents to equal 214.94% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9---------------------------------------------------------------------------------- March 31, 2005 1,187,162 2002 360,495 shares, which the Company represents to equal 246.495% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2006 1,253,115 shares, which the Company represents to equal 25% of the ---------------------------------------------------------------------------------- The shares of Common Stock issuable upon exercise of this Warrant are hereinafter referred to as the Company’s capital stock outstanding on "Shares." This Warrant shall be exercisable at any time and from time to time from the date hereof calculated on a fully diluted basis after exercise of this Warrantuntil April 30, 2003 (the "Expiration Date").

Issuance of Warrant; Term. (a) For and in consideration of Harbinger Mezzanine PartnersSIRROM INVESTMENTS, L.P. INC. making a loan to the Company in an amount of Three Million and no/100ths Dollars ($5,000,000 (the “Loan”3,000,000) pursuant to the terms of a secured promissory note of even date herewith (the “"Note”") and related loan agreement of even date herewith (the “"Loan Agreement”"), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby grants to Holder the right to purchase 663,414 6,657,895 shares (“"Base Amount”") of the Company’s Class A 's common stock (the “"Common Stock”"), which the Company represents to equal 1514% of the shares of capital stock outstanding on the date hereof, calculated on a fully diluted basis and assuming exercise of this Warrant, provided that in the event that any portion of the indebtedness evidenced by the Note is outstanding on the following dates, the Base Amount shall be increased to the corresponding number set forth below: below (the "Outstanding Debt Ratchets"): DATE BASE AMOUNT August 9---------------------------- ------------------------------------- November ___, 2003 825,222 2001 7,502,092 shares, which the Company represents to equal 1815.5% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9November ___, 2004 999,320 2002 8,376,801 shares, which the Company represents to equal 2117.0% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9November ___, 2005 1,187,162 2003 9,283,709 shares, which the Company represents to equal 2418.5% of the shares of the Company’s capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant August 9, 2006 1,253,115 shares, which the Company represents to equal 25% of the shares of the Company’s 's capital stock outstanding on the date hereof calculated on a fully diluted basis after exercise of this Warrant