Common use of Net Issue Election Clause in Contracts

Net Issue Election. The holder hereof may elect to receive, ------------------ without the payment by such holder of any additional consideration, shares equal to the value of this Warrant or any portion hereof by the surrender of this Warrant or such portion to the Company, with the form of subscription at the end hereof duly executed by such holder, at the office of the Company. Thereupon, the Company shall issue to such holder such number of fully paid and nonassessable shares of Common Stock as is computed using the following formula: X = Y (A-B) ------- A where X = the number of shares to be issued to such holder pursuant to this subsection 1.4. Y = the number of shares covered by this Warrant in respect of which the net issue election is made pursuant to this subsection 1.4. A = the fair market value of one share of Common Stock, as determined in good faith by the Board of Directors of the Company, as at the time the net issue election is made pursuant to this subsection 1.4. B = the Purchase Price in effect under this Warrant at the time the net issue election is made pursuant to this subsection 1.4. The Board of Directors of the Company shall promptly respond in writing to an inquiry by the holder hereof as to the fair market value of one share of Common Stock.

Net Issue Election. The holder hereof Holder may elect to receive, ------------------ without the payment by such holder the Holder of any additional consideration, shares equal to the value of this Warrant or any portion hereof by the surrender of this Warrant or such portion to the Company, with the form of subscription at the end hereof net issue election notice annexed hereto duly executed by such holderexecuted, at the office of the Company. Thereupon, the Company shall issue to such holder the Holder such number of fully paid and nonassessable shares of Common Stock as is computed using the following formula: X = Y (A-B) ------- A where X = the number of shares to be issued to such holder the Holder pursuant to this subsection 1.4. Section 4; Y = the number of shares covered by this Warrant in respect of which the net issue election is made pursuant to this subsection 1.4. paragraph 6; A = the fair market value Fair Market Value of one share of Common Stock, as determined in good faith by the Board of Directors of the Company, as at the time the net issue election is made pursuant to this subsection 1.4. paragraph 6; and B = the Purchase Price in effect under this Warrant at the time the net issue election is made pursuant to this subsection 1.4paragraph 6. The If Common Stock is not publicly traded as described in paragraph 4(a), above, the Board of Directors of the Company shall promptly respond in writing to an inquiry by the holder hereof Holder as to the fair market value Fair Market Value of one share of the Common Stock; provided, however, the Board shall not be required to so respond sooner than the second Business Day (as defined below) after its next meeting.

Net Issue Election. The holder hereof may elect to receive, ------------------ without the payment by such holder of any additional consideration, shares equal to the value of this Warrant or any portion hereof by the surrender of this Warrant or such portion to the Company, with the form of subscription at the end hereof duly executed by such holderxxxxxx, at the office of the Company. Thereupon, the Company shall issue to such holder such number of fully paid and nonassessable shares of Common Stock as is computed using the following formula: X = Y (A-B) ------- A where X = the number of shares to be issued to such holder pursuant to this subsection 1.4. Y = the number of shares covered by this Warrant in respect of which the net issue election is made pursuant to this subsection 1.4. A = the fair market value of one share of Common Stock, as determined in good faith by the Board of Directors of the Company, as at the time the net issue election is made pursuant to this subsection 1.4. B = the Purchase Price in effect under this Warrant at the time the net issue election is made pursuant to this subsection 1.4. The Board of Directors of the Company shall promptly respond in writing to an inquiry by the holder hereof as to the fair market value of one share of Common Stock.

Net Issue Election. The holder hereof Holder may elect to receive, ------------------ without the payment by such holder the Holder of any additional consideration, shares equal to the value of this Warrant or any portion hereof by the surrender of this Warrant or such portion to the Company, with the form of subscription at the end hereof net issue election notice annexed hereto duly executed by such holderexecuted, at the office of the Company. Thereupon, the Company shall issue to such holder the Holder such number of fully paid and nonassessable shares of Common Series A Preferred Stock as is computed using the following formula: X = Y X (A-B) ------- --------- A where where: X = the number of shares of Series A Preferred Stock to be issued to such holder the Holder pursuant to this subsection 1.4Section 2(b). Y = the number of shares of Series A Preferred Stock covered by this Warrant in respect of which the net issue election is made pursuant to this subsection 1.4Section 2(b). A = the fair market value Fair Market Value (as hereinafter defined) of one share of Common Stock, as determined in good faith by the Board of Directors of the Company, as Series A Preferred Stock at the time the net issue election is made pursuant to this subsection 1.4Section 2(b). B = the Purchase Exercise Price in effect under this Warrant at the time the net issue election is made pursuant to this subsection 1.4Section 2(b). The Board of Directors of the Company shall promptly respond in writing to an inquiry by the holder hereof Holder as to the fair market value Fair Market Value of one share of Common Series A Preferred Stock.

Net Issue Election. The holder hereof may elect to ------------------ receive, ------------------ without the payment by such holder of any additional consideration, shares equal to the value of this Warrant or any portion hereof by the surrender of this Warrant or such portion to the Company, with the form of subscription at the end hereof duly executed by such holder, at the office of the Company. Thereupon, the Company shall issue to such holder such number of fully paid and nonassessable shares of Common Stock as is computed using the following formula: X = Y (A-B) ------- A where X = the number of shares to be issued to such holder pursuant to this subsection 1.4. Y = the number of shares covered by this Warrant in respect of which the net issue election is made pursuant to this subsection 1.4. A = the fair market value of one share of Common Stock, as determined in good faith by the Board of Directors of the Company, as at the time the net issue election is made pursuant to this subsection 1.4. B = the Purchase Price in effect under this Warrant at the time the net issue election is made pursuant to this subsection 1.4. The Board of Directors of the Company shall promptly respond in writing to an inquiry by the holder hereof as to the fair market value of one share of Common Stock.

Net Issue Election. The holder hereof Holder may elect to receive, ------------------ without the payment by such holder the Holder of any additional consideration, shares equal to the value of this Warrant or any portion hereof by the surrender of this Warrant or such portion to the Company, with the form of subscription at the end hereof net issue election notice annexed hereto duly executed by such holderexecuted, at the office of the Company. Thereupon, the Company shall issue to such holder the Holder such number of fully paid and nonassessable shares of Common Stock as is computed using the following formula: X = Y (A-B) ------- ------ A where X = the number of shares to be issued to such holder the Holder pursuant to this subsection 1.4Section 4. Y = the number of shares covered by this Warrant in respect of which the net issue election is made pursuant to this subsection 1.4Section 4. A = the fair market value of one share of Common Stock, as determined in good faith by the Board of Directors of the CompanyBoard, as at the time the net issue election is made pursuant to this subsection 1.4Section 4. B = the Purchase Price in effect under this Warrant at the time the net issue election is made pursuant to this subsection 1.4Section 4. The Board of Directors of the Company shall promptly respond in writing to an inquiry by the holder hereof Holder as to the fair market value of one share of Common Stock.

Net Issue Election. The holder hereof Holder may elect to receive, ------------------ without the payment by such holder the Holder of any additional consideration, shares of Preferred Stock equal to the value of this Warrant or any portion hereof by the surrender of this Warrant or such portion to the Company, with the form of subscription at the end hereof net issue election notice annexed hereto duly executed by such holderexecuted, at the principal office of the Company. Thereupon, the Company shall issue to such holder the Holder such number of fully paid and nonassessable shares of Common Preferred Stock as is computed using the following formula: X = X= Y (A-B) ------- -------- A where where: X = the number of shares of Preferred Stock to be issued to such holder the Holder pursuant to this subsection 1.4SECTION 4. Y = the number of shares of Preferred Stock covered by this Warrant in respect of which the net issue election is made pursuant to this subsection 1.4SECTION 4. A = the fair market value of one share of Common Preferred Stock, as determined in good faith by the Company's Board of Directors of the CompanyDirectors, as at the time the net issue election is made pursuant to this subsection 1.4SECTION 4. B = the Purchase Price in effect under this Warrant at the time the net issue election is made pursuant to this subsection 1.4. The Board of Directors of the Company shall promptly respond in writing to an inquiry by the holder hereof as to the fair market value of one share of Common StockSECTION 4.

Net Issue Election. The holder hereof Holder may elect to receive, ------------------ without the payment by such holder the Holder of any additional consideration, shares equal to the value of this Warrant or any portion hereof by the surrender of this Warrant or such portion to the Company, with the form of subscription at the end hereof net issue election notice annexed hereto duly executed by such holderexecuted, at the office of the Company. Thereupon, the Company shall issue to such holder the Holder such number of fully paid and nonassessable shares of Common Stock as is computed using the following formula: X = Y (A-B) ------- ------ A where X = the number of shares to be issued to such holder the Holder pursuant to this subsection 1.4. Section 4; Y = the number of shares covered by this Warrant in respect of which the net issue election is made pursuant to 0to this subsection 1.4. paragraph 6; A = the fair market value Fair Market Value of one share of Common Stock, as determined in good faith by the Board of Directors of the Company, as at the time the net issue election is made pursuant to this subsection 1.4. paragraph 6; and B = the Purchase Price in effect under this Warrant at the time the net issue election is made pursuant to this subsection 1.4paragraph 6. The If Common Stock is not publicly traded as described in paragraph 4(a), above, the Board of Directors of the Company shall promptly respond in writing to an inquiry by the holder hereof Holder as to the fair market value Fair Market Value of one share of the Common Stock; provided, however, the Board shall not be required to so respond sooner than the second Business Day (as defined below) after its next meeting.

Net Issue Election. The holder hereof may elect to receive, ------------------ without the payment by such holder of any additional consideration, shares equal to the value of this Warrant or any portion hereof by the surrender of this Warrant or such portion to the Company, with the form of subscription at the end hereof duly executed by such holder, at the office of the Company. Thereupon, the Company shall issue to such holder such number of fully paid and nonassessable shares of Common Stock as is computed using the following formula: X = Y (A-B) ------- A where X = the number of shares to be issued to such holder pursuant to this subsection 1.4. Y = the number of shares covered by this Warrant in respect of which the net issue election is made pursuant to this subsection 1.4. A = the fair market value of one share of Common Stock, as determined in good faith by the Board of Directors of the Company, as at the time the net issue election is made pursuant to this subsection 1.4. B = the Purchase Price in effect under this Warrant at the time the net issue election is made pursuant to this subsection 1.4. The Board of Directors of the Company shall promptly respond in writing to an inquiry by the holder hereof as to the fair market value of one share of Common Stock.

Net Issue Election. The holder hereof Holder may elect to receive, ------------------ without the payment by such holder the Holder of any additional consideration, shares of Preferred Stock equal to the value of this Warrant or any portion hereof by the surrender of this Warrant or such portion to the Company, with the form of subscription at the end hereof net issue election notice annexed hereto duly executed by such holderexecuted, at the principal office of the Company. Thereupon, the Company shall issue to such holder the Holder such number of fully paid and nonassessable shares of Common Preferred Stock as is computed using the following formula: X = Y (A-B) X= ------- A where where: X = the number of shares of Preferred Stock to be issued to such holder the Holder pursuant to this subsection 1.4SECTION 4. Y = the number of shares of Preferred Stock covered by this Warrant in respect of which the net issue election is made pursuant to this subsection 1.4. SECTION 4. A = the fair market value of one share of Common Preferred Stock, as determined in good faith by the Board of Directors of the CompanyBoard, as at the time the net issue election is made pursuant to this subsection 1.4. SECTION 4 or in the case of an Accelerating Merger as contemplated by SECTION 10 , the value received per share of Preferred Stock by all holders of the Preferred Stock as determined in good faith by the Board. B = the Purchase Price in effect under this Warrant at the time the net issue election is made pursuant to this subsection 1.4. The Board of Directors of the Company shall promptly respond in writing to an inquiry by the holder hereof as to the fair market value of one share of Common StockSECTION 4.