Common use of Notice of Exchange Clause in Contracts

Notice of Exchange. (To be executed by the Holder in order to exchange the Warrant.) The undersigned hereby irrevocably elects to exchange this Warrant into __________ shares (the foregoing number constituting the number of Warrant Shares to be issued pursuant to Section 3 of this Warrant) of ________ of Varsxxxxxxxx.xxx Xxx., minus any shares to be deducted from the foregoing number in accordance with the terms of this Warrant, according to the conditions thereof. The undersigned desires to consummate such exchange on ________________. Dated: ----------------------------- Name of Holder: By: -------------------------- FORM OF ASSIGNMENT [To be signed only upon transfer of Warrant] For value received, the undersigned hereby sells, assigns and transfers unto the right represented by the Warrant to purchase _______ shares of _________ of Varsxxxxxxxx.xxx Xxx., to which the Warrant relates, and appoints [Name of Attorney] to transfer such right on the books of [ISSUER], with full power of substitution in the premises. Dated: ------------- --------------------------------------------- (Signature) Signed in the presence of: ------------------------------ 47 ADDENDUM NUMBER 1 TO VARSXXXXXXXX.XXX XXX. STOCK SUBSCRIPTION WARRANT This Addendum (this "Addendum") to that certain VarsxxxXxxxx.xxx Xxx. Stock Subscription Warrant (the "Warrant") dated December 22, 1999, by and between America Online, Inc. ("AOL"), and VarsxxxXxxxx.xxx Xxx. (the "Corporation") is made as of December 22, 1999, by and between AOL and the Corporation. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Warrant. For valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties desire to amend certain provisions of the Warrant as follows: Exhibit A of the Warrant shall be amended and restated in its entirety to read as set forth on Exhibit A attached hereto. In witness whereof the Parties have executed this Addendum as of the date written hereinabove. AMERICA ONLINE, INC. BY: --------------------------------- TITLE: ------------------------------

Notice of Exchange. (To be executed by the Holder holder in order to exchange the Warrant.) The undersigned hereby irrevocably elects to exchange this Warrant into __________ shares (the foregoing number constituting the number of Warrant Shares to be issued pursuant to Section 3 of this Warrant) of ________ Common Stock, par value $0.0001, of Varsxxxxxxxx.xxx Xxx., minus any shares to be deducted from the foregoing number in accordance with the terms of this Warrant, according to the conditions thereof. The undersigned desires to consummate such exchange on ________________ and requests that the certificates be issued in the name of delivered to _____________ whose address is __________________. Dated: ----------------------------- _____________________________ Name of Holder: By: -------------------------- :__________________________ Exhibit B-16 42 FORM OF ASSIGNMENT [To be signed only upon transfer of Warrant] For value received, the undersigned hereby sells, assigns and transfers unto ______________ the right represented by the Warrant to purchase _______ shares of _________ Common Stock, par value $0.0001, of Varsxxxxxxxx.xxx Xxx., to which the Warrant relates, and appoints [Name of Attorney] to transfer such right on the books of [ISSUER], with full power of substitution in the premises. Dated: ------------- --------------------------------------------- :_____________ ---------------------------- (Signature) Signed in the presence of: ------------------------------ 47 ADDENDUM EXHIBIT A NUMBER 1 OF SHARES FOR WHICH THE WARRANT SHALL BE EXERCISABLE: All of the Warrant Shares shall be fully vested as of the date of execution of the Product Promotion Agreement between the Corporation and Sallxx Xxx. Notwithstanding the foregoing, should Sallxx Xxx xxxct to exercise its Right to Cancel in accordance with Section 1(a) hereof, all of the Warrant Shares shall immediately divest and be cancelled. THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THESE SECURITIES MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR LAWS OR AN OPINION OF COUNSEL SATISFACTORY TO THE CORPORATION THAT SUCH REGISTRATION IS NOT REQUIRED. VARSXXXXXXXX.XXX XXX. STOCK SUBSCRIPTION WARRANT This Addendum (this "Addendum") to that certain VarsxxxXxxxx.xxx Xxx. Stock Subscription Warrant (the "Warrant") dated December 22February 3, 1999, by and between America Online, Inc. ("AOL"), and VarsxxxXxxxx.xxx Xxx. (the "Corporation") is made as of December 22, 1999, by and between AOL and the Corporation. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Warrant. For valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties desire to amend certain provisions of the Warrant as follows: Exhibit A of the Warrant shall be amended and restated in its entirety to read as set forth on Exhibit A attached hereto. In witness whereof the Parties have executed this Addendum as of the date written hereinabove. AMERICA ONLINE, INC. BY: --------------------------------- TITLE: ------------------------------2000