Common use of Number and Price of Shares Subject to Warrant Clause in Contracts

Number and Price of Shares Subject to Warrant. Subject to the terms and --------------------------------------------- conditions herein set forth, _______________ or a permitted holder hereof (the "Purchaser" or "Holder"), is entitled to purchase from Visual Numerics, Inc., a Texas corporation (the "Company"), at any time on or before the earliest to occur of the following: (i) the closing of the Company's initial firm commitment underwritten public offering covering the offer and sale of Common Stock for the account of the Company to the public at an aggregate offering price of not less than $7,500,000 (the "Initial Public Offering"), (ii) the closing of the Company's sale of all or substantially all of its assets or the acquisition of the Company by another entity by means of merger or other transaction as a result of which shareholders of the Company immediately prior to such acquisition possess a minority of the voting power of the acquiring entity immediately following such acquisition (the "Acquisition") or (iii) the date five (5) years from the date hereof, _______________________ shares (which number of shares is subject to adjustment as described below) of fully paid and nonassessable Common Stock of the Company (the "Shares") upon surrender hereof at the principal office of the Company, and upon payment of the aggregate purchase price (the "Purchase Price") for such shares, determined as the product of the number of shares of Common Stock acquired upon exercise hereof and the Warrant Price (as defined below) at said office in cash, by check, by wire transfer or by cancellation of indebtedness. The Company shall give notice to the Purchaser of an Initial Public Offering or an Acquisition at least thirty (30) days prior to the closing of such Initial Public Offering or Acquisition. Subject to adjustment as hereinafter provided, the exercise price for one share of Common Stock (or such securities as may be substituted for one share of Common Stock pursuant to the provisions hereinafter set forth) shall be ______________________________. The exercise price for one share of Common Stock (or such securities as may be substituted for one share of Common Stock pursuant to the provisions hereinafter set forth) payable from time to time upon the exercise of this Warrant (whether such price be the price specified above or an adjusted price determined as hereinafter provided) is referred to herein as the "Warrant Price."

Number and Price of Shares Subject to Warrant. Subject For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the signatures of the parties to this Warrant below, subject to the terms and --------------------------------------------- conditions herein set forth, _______________ or a permitted holder hereof Dalmore Group LLC (the "Purchaser" or "Holder"), is ) or its assignees are entitled to subscribe for and purchase from Visual NumericsWiley Area Development d/b/a Tasty Equity, Inc., a Texas corporation an Ohio Limited Liability Company (the "Company")) its successors or assigns, at any time after the date hereof and on or before the earliest to occur close of business on the five year anniversary of the following: (i) the closing qualification date of the Company's initial firm commitment underwritten public Regulation A offering covering by the offer Securities and sale of Common Stock for the account of the Company Exchange Commission (unless this Warrant is earlier terminated pursuant to the public at an aggregate offering price of not less than $7,500,000 (the "Initial Public Offering"Section 11), (ii) the closing of the Company's sale of all or substantially all of its assets or the acquisition of the Company by another entity by means of merger or other transaction as a result of which shareholders of the Company immediately prior to such acquisition possess a minority of the voting power of the acquiring entity immediately following such acquisition (the "Acquisition") or (iii) the date five (5) years from the date hereof, _______________________ shares 30,000 units (which number of shares units is subject to adjustment as described below) of fully paid and nonassessable Common Stock non-assessable Class B Units of the Company (the "Warrant Shares") upon surrender hereof at the principal office of the CompanyCompany and, and at the election of the Holder hereof, upon either (i) payment of the aggregate purchase price (the "Purchase Price") for such shares, determined as the product of the number of shares of Common Stock acquired upon exercise hereof and the Warrant Price (as defined below) at said office in cash, cash or by check, by wire transfer or by (ii) the cancellation of indebtedness. The any present or future indebtedness from the Company shall give notice to the Purchaser of an Initial Public Offering or an Acquisition at least thirty (30) days prior holder hereof in a dollar amount equal to the closing purchase price of such Initial Public Offering the Class B Units for which the consideration is being given, or Acquisition(iii) tender of a notice as provided in the net issue exercise provisions of Section 6(b) hereof. Subject to adjustment as hereinafter provided, the exercise purchase price for of one share of Common Stock Unit (or such securities as may be substituted for one share of Common Stock Class B Unit pursuant to the provisions hereinafter set forth) forth shall be ______________________________$0.00. The exercise purchase price for of one share of Common Stock Class B Unit (or such securities as may be substituted for one share of Common Stock the Class B Units pursuant to the provisions hereinafter set forth) payable from time to time upon the exercise of this Warrant (whether such price be the price specified above or an adjusted price determined as hereinafter provided) is referred to herein as the "Warrant Price."

Number and Price of Shares Subject to Warrant. Subject For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the signatures of the parties to this Warrant below, subject to the terms and --------------------------------------------- conditions herein set forth, _______________ or a permitted holder hereof Dalmore Group LLC (the "Purchaser" or "Holder"), is ) or its assignees are entitled to subscribe for and purchase from Visual NumericsEmpireBit, Inc., a Texas corporation (the "Company")) its successors or assigns, at any time after the date hereof and on or before the earliest to occur close of business on the five year anniversary of the following: (i) the closing qualification date of the Company's initial firm commitment underwritten public Regulation A offering covering by the offer Securities and sale of Common Stock for the account of the Company Exchange Commission (unless this Warrant is earlier terminated pursuant to the public at an aggregate offering price of not less than $7,500,000 (the "Initial Public Offering"Section 11), (ii) the closing of the Company's sale of all or substantially all of its assets or the acquisition of the Company by another entity by means of merger or other transaction as a result of which shareholders of the Company immediately prior to such acquisition possess a minority of the voting power of the acquiring entity immediately following such acquisition (the "Acquisition") or (iii) the date five (5) years from the date hereof, _______________________ shares (which number of shares is subject to adjustment as described below) of fully paid and nonassessable Common Stock non-assessable Class A Shares of the Company (the "Warrant Shares") upon surrender hereof at the principal office of the CompanyCompany and, and at the election of the Holder hereof, upon either (i) payment of the aggregate purchase price (the "Purchase Price") for such shares, determined as the product of the number of shares of Common Stock acquired upon exercise hereof and the Warrant Price (as defined below) at said office in cash, cash or by check, by wire transfer or by (ii) the cancellation of indebtedness. The any present or future indebtedness from the Company shall give notice to the Purchaser of an Initial Public Offering or an Acquisition at least thirty (30) days prior holder hereof in a dollar amount equal to the closing purchase price of such Initial Public Offering the Class A Shares for which the consideration is being given, or Acquisition(iii) tender of a notice as provided in the net issue exercise provisions of Section 6(b) hereof. Subject to adjustment as hereinafter provided, the exercise purchase price for of one share of Common Stock Share (or such securities as may be substituted for one share of Common Stock Class A Share pursuant to the provisions hereinafter set forth) forth shall be ______________________________$0.00. The exercise purchase price for of one share of Common Stock Class A Share (or such securities as may be substituted for one share of Common Stock the Class A Shares pursuant to the provisions hereinafter set forth) payable from time to time upon the exercise of this Warrant (whether such price be the price specified above or an adjusted price determined as hereinafter provided) is referred to herein as the "Warrant Price."

Number and Price of Shares Subject to Warrant. Subject For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the signatures of the parties to this Warrant below, subject to the terms and --------------------------------------------- conditions herein set forth, _______________ or a permitted holder hereof iQ Capital (USA), LLC and/or StartEngine Primary, LLC and/or CFI Securities (the "Purchaser" “Holder”) or "Holder"), is its assignees are entitled to subscribe for and purchase from Visual NumericsKerluxe, Inc., a Texas corporation Delaware Corporation (the "“Company")”) its successors or assigns, at any time after the date hereof and on or before the earliest to occur close of business on the five year anniversary of the following: (i) the closing qualification date of the Company's initial firm commitment underwritten public ’s Regulation A offering covering by the offer Securities and sale Exchange Commission (unless this Warrant is earlier terminated pursuant to Section 11), 21,000 Shares of Class A Common Stock for the account of the Company to the public at an aggregate offering price of not less than $7,500,000 (the "Initial Public Offering"), (ii) the closing of the Company's sale of all or substantially all of its assets or the acquisition of the Company by another entity by means of merger or other transaction as a result of which shareholders of the Company immediately prior to such acquisition possess a minority of the voting power of the acquiring entity immediately following such acquisition (the "Acquisition") or (iii) the date five (5) years from the date hereof, _______________________ shares (which number of shares is subject to adjustment as described below) of fully paid and nonassessable non-assessable shares of Class A Common Stock of the Company (the "“Warrant Shares"”) upon surrender hereof at the principal office of the CompanyCompany and, and at the election of the Holder hereof, upon either (i) payment of the aggregate purchase price (the "Purchase Price") for such shares, determined as the product of the number of shares of Common Stock acquired upon exercise hereof and the Warrant Price (as defined below) at said office in cash, cash or by check, by wire transfer or by (ii) the cancellation of indebtedness. The any present or future indebtedness from the Company shall give notice to the Purchaser of an Initial Public Offering or an Acquisition at least thirty (30) days prior holder hereof in a dollar amount equal to the closing purchase price of such Initial Public Offering the Class A Common Stock for which the consideration is being given, or Acquisition(iii) tender of a notice as provided in the net issue exercise provisions of Section 6(b) hereof. Subject to adjustment as hereinafter provided, the exercise purchase price for of one share of Class A Common Stock (or such securities as may be substituted for one share of Class A Common Stock pursuant to the provisions hereinafter set forth) forth shall be ______________________________Zero ($0.00). The exercise purchase price for of one share of Class A Common Stock (or such securities as may be substituted for one share of Class A Common Stock pursuant to the provisions hereinafter set forth) payable from time to time upon the exercise of this Warrant (whether such price be the price specified above or an adjusted price determined as hereinafter provided) is referred to herein as the "“Warrant Price."”

Number and Price of Shares Subject to Warrant. Subject to the terms --------------------------------------------- and --------------------------------------------- conditions herein set forth, _______________ XXXXX & COMPANY INCORPORATED or a permitted holder hereof assigns (the "Purchaser" or "Holder"), is entitled to purchase from Visual Numerics, Total Sports Inc., a Texas Delaware corporation (the "Company"), at any time on or before the earliest to occur of the following: (i) the closing of the Company's initial firm commitment underwritten public offering covering the offer and sale of Common Stock for the account of the Company to the public at an aggregate offering price of not less than $7,500,000 (the "Initial Public Offering")June 30, 2005, or (ii) the closing of the Company's sale of all or substantially all of its assets or the acquisition of the Company by another entity by means of merger or other transaction as a result of which shareholders of the Company immediately prior to such acquisition possess a minority dispose of the at least ninety percent (90%) of their voting power of the acquiring entity immediately following Company as a part of such acquisition (the "Acquisition"), three hundred eighteen thousand five hundred (318,500) or (iii) the date five (5) years from the date hereof, _______________________ shares Shares (which number of shares is subject to adjustment as described below) of fully paid and nonassessable Common Stock of the Company (the "Shares") upon surrender hereof at the principal office of the CompanyCompany and, and at the election of the Holder hereof, upon either payment of the aggregate purchase price (the "Purchase Price") for such shares, determined as the product of the number of shares of Common Stock acquired upon exercise hereof and the Warrant Price (as defined below) at said office in cash, by check, by wire transfer cash or by check or by the cancellation of indebtednessany present or future indebtedness from the Company to the Holder hereof in a dollar amount equal to the purchase price of the Common Stock for which the consideration is being given, or by converting this Warrant as provided in Section 6.1 hereof. The Company shall give notice to the Purchaser Holder of an Initial Public Offering or an Acquisition at least thirty (30) days prior to the closing of such Initial Public Offering or Acquisition. Subject to adjustment as hereinafter provided, the exercise price for one share of Common Stock (or such securities as may be substituted for one share of Common Stock pursuant to the provisions hereinafter set forth) shall be ______________________________equal to $7.106. The exercise price for one share of Common Stock (or such securities as may be substituted for one share of Common Stock pursuant to the provisions hereinafter set forth) payable from time to time upon the exercise of this Warrant (whether such price be the price specified above or an adjusted price determined as hereinafter provided) is referred to herein as the "Warrant Price."

Number and Price of Shares Subject to Warrant. Subject to the terms and --------------------------------------------- conditions herein set forth, _______________ or XxxxxxxXxxx.xxx, Inc., a permitted holder hereof Minnesota corporation (the "Purchaser" or "Holder"), ) is entitled to purchase from Visual NumericsCash Systems, Inc., a Texas Delaware corporation (the "Company"), at any time before 5:00 p.m. Central Time on or before the earliest to occur fifth (5th) anniversary of the following: (i) the closing issuance of the Company's initial firm commitment underwritten public offering covering the offer this Warrant, 25,000 fully paid and sale of Common Stock for the account of the Company to the public at an aggregate offering price of not less than $7,500,000 (the "Initial Public Offering"), (ii) the closing of the Company's sale of all or substantially all of its assets or the acquisition of the Company by another entity by means of merger or other transaction as a result of which shareholders of the Company immediately prior to such acquisition possess a minority of the voting power of the acquiring entity immediately following such acquisition (the "Acquisition") or (iii) the date five (5) years from the date hereof, _______________________ non- assessable shares (which number of shares is subject to adjustment as described below) of fully paid and nonassessable Common Stock of the Company for each $100,000 of principal amount borrowed by the Company from the Holder pursuant to that certain Convertible Promissory Note of even date herewith, up to a maximum of 125,000 shares (the "Shares") ), upon surrender hereof at the principal office of the Company, and and, at the election of Holder, upon either payment of the aggregate purchase price (the "Purchase Price") for such shares, determined as the product of the number of shares of Common Stock acquired upon exercise hereof and the Warrant Price (as defined below) at said office in cash, by check, by wire transfer cash or by check or the cancellation of indebtedness. The any present or future indebtedness from the Company shall give notice to Holder in a dollar amount equal to the Purchaser purchase price of an Initial Public Offering or an Acquisition at least thirty (30) days prior the Shares for which the consideration is being given. Holder may also exercise this Warrant pursuant to the closing of such Initial Public Offering or AcquisitionNet Issue Exercise procedures set forth in Section 7 hereof. Subject to adjustment as hereinafter provided, the exercise purchase price for of the Common Stock shall be Two Dollars ($2.00) per share. The purchase price of one share of Common Stock (or such securities as may be substituted for one share of Common Stock pursuant to the provisions hereinafter set forth) shall be ______________________________. The exercise price for one share of Common Stock (or such securities as may be substituted for one share of Common Stock pursuant to the provisions hereinafter set forth) payable from time to time upon the exercise of this Warrant (whether such price be the price specified above or an adjusted price determined as hereinafter provided) is referred to herein as the "Warrant Price."

Number and Price of Shares Subject to Warrant. Subject to the terms --------------------------------------------- and --------------------------------------------- conditions herein set forth, _______________ or a permitted holder hereof (the "Purchaser" or "HolderHOLDER"), is entitled to purchase from Visual NumericsSALIX HOLDINGS, Inc.LTD, a Texas British Virgin Islands corporation (the "CompanyCOMPANY"), at any time on or before the earliest to occur of the following: (i) the closing of the Company's initial firm commitment underwritten public offering covering the offer and sale of Common Stock for the account of the Company to the public at an aggregate offering price of not less than $7,500,000 (the "Initial Public Offering")January 17, 2000, or (ii) the closing of the Company's sale of all or substantially all of its assets or the acquisition of the Company by another entity by means of merger or other transaction as a result of which shareholders of the Company immediately prior to such acquisition possess a minority of the voting power of the acquiring entity immediately following such acquisition (the "AcquisitionACQUISITION") or (iii) the date five (5) years from the date hereof), _______________________ shares (which number of shares is subject to adjustment as described below) of fully paid and nonassessable Common Stock of the Company (the "SharesSHARES") upon surrender hereof at the principal office of the Company, and upon payment of the aggregate purchase price (the "Purchase Price") for such shares, determined as the product of the number of shares of Common Stock acquired upon exercise hereof and the Warrant Price (as defined below) at said office in cash, by check, by wire transfer or by cancellation of indebtedness. The Company shall give notice to the Purchaser Holder of an Initial Public Offering or an Acquisition at least thirty (30) days prior to the closing of such Initial Public Offering or Acquisition. Subject to adjustment as hereinafter provided, the exercise price for one share of Common Stock (or such securities as may be substituted for one share of Common Stock pursuant to the provisions hereinafter set forth) shall be ______________________________$3.00. The exercise price for one share of Common Stock (or such securities as may be substituted for one share of Common Stock pursuant to the provisions hereinafter set forth) payable from time to time upon the exercise of this Warrant (whether such price be the price specified above or an adjusted price determined as hereinafter provided) is referred to herein as the "Warrant PriceWARRANT PRICE."

Number and Price of Shares Subject to Warrant. (a) Subject to the terms and --------------------------------------------- conditions herein set forth, _______________ or a permitted holder hereof JUDIXX XXXXXXXXX, XX.D. (the "Purchaser" or "Holder"), ) is entitled to purchase from Visual NumericsRiboGene, Inc., a Texas California corporation (the "Company"), at any time after the date hereof and on or before the earliest to occur of the following: (i) the closing date three (3) years from the date of the Company's initial firm commitment underwritten public offering covering the offer and sale of Common Stock for the account of the Company to the public at an aggregate offering price of not less than $7,500,000 (the "Initial Public Offering")this Warrant, or (ii) the closing of the Company's sale of all or substantially all of its assets or the acquisition of the Company by another entity by means of merger or other transaction as a result of which shareholders of the Company immediately prior to such acquisition possess a minority of the voting power of the acquiring entity immediately following such acquisition (the "Acquisition") acquisition, or (iii) the date five closing of the initial public offering of the Company's Common Stock registered under the Securities Act of 1933, as amended, with a public offering price of least $5.00 per share of Common Stock (5) years from as adjusted for stock splits, combinations and the date hereoflike), _______________________ up to 1,750 shares (which number of shares is subject to adjustment as described below) of fully paid and nonassessable non-assessable Common Stock of the Company (the "Shares") upon surrender hereof at the principal office of the Companyhereof, and upon either (1) payment of the aggregate purchase price (the "Purchase Price") for such shares, determined as the product of the number of shares of Common Stock acquired upon exercise hereof and the Warrant Price (as defined below) at said office in cash, by check, check or by wire transfer or by transfer, (2) the cancellation of indebtedness. The any present or future indebtedness from the Company shall give notice to the Purchaser of an Initial Public Offering or an Acquisition at least thirty (30) days prior holder hereof in a dollar amount equal to the closing purchase price of such Initial Public Offering the Common Stock for which the consideration is being given, or Acquisition. (3) tender of a notice as provided in the net issue exercise provisions of Section 6(b) hereof. (b) Subject to adjustment as hereinafter provided, the exercise purchase price for of one share of Common Stock (or such securities as may be substituted for one share of Common Stock pursuant to the provisions hereinafter set forth) shall be ______________________________$2.00. The exercise purchase price for of one share of Common Stock (or such securities as may be substituted for one share of Common Stock pursuant to the provisions hereinafter set forth) payable from time to time upon the exercise of this Warrant (whether such price be the price specified above or an adjusted price determined as hereinafter provided) is referred to herein as the "Warrant PriceWARRANT PRICE."