Common use of Purchase and Sale of Notes and Warrants Clause in Contracts

Purchase and Sale of Notes and Warrants. Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, subordinated promissory notes in the aggregate principal amount of Three Million Dollars ($3,000,000.00) bearing interest at the rate of nine percent (9%) per annum for the first ninety (90) days after issuance, and twelve percent (12%) per annum thereafter, due April 13, 2002, in substantially the form attached hereto as Exhibit B (the "Notes") and warrants to purchase shares of the Company's common stock, par value $.001 per share (the "Common Stock"), in substantially the form attached hereto as Exhibit C (the "Warrants"). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Purchase and Sale of Notes and Warrants. Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, subordinated secured convertible promissory notes in the aggregate principal amount of Three Two Million One Hundred Fifteen Thousand Dollars ($3,000,000.002,115,000) bearing interest at the rate of nine six percent (96%) per annum for the first ninety (90) days after issuanceannum, and twelve percent (12%) per annum thereafter, due April 13, 2002, in substantially the form attached hereto as Exhibit B (the "Notes") and warrants to purchase convertible into shares of the Company's common stock, no par value $.001 per share (the "Common StockCOMMON STOCK"), in substantially the form attached hereto as Exhibit EXHIBIT B (the "NOTES"), and warrants to purchase shares of Common Stock, in substantially the form attached hereto as EXHIBIT C (the "WarrantsWARRANTS"), set forth with respect to such Purchaser on EXHIBIT A hereto. The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities ActSECURITIES ACT"), including Regulation D ("Regulation REGULATION D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Purchase and Sale of Notes and Warrants. Upon the --------------------------------------- following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, subordinated promissory notes in the aggregate principal amount of Three One Million Seven Hundred Fifty Thousand Dollars ($3,000,000.001,750,000.00) bearing interest at the rate of nine ten percent (910%) per annum for the first ninety (90) days after issuance, and twelve percent (12%) per annum thereafterannum, due April 1317, 2002, in substantially the form attached hereto as Exhibit B (the "Notes") and warrants to purchase shares of the Company's common stock, ----- par value $.001 per share (the "Common Stock"), in substantially the form attached hereto as Exhibit C (the "Warrants"). The Company and the Purchasers -------- are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D -------------- ("Regulation D"), and/or upon such other exemption from the registration ------------ requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Purchase and Sale of Notes and Warrants. Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, subordinated senior secured convertible promissory notes in the aggregate principal amount of Three Two Million Dollars ($3,000,000.002,000,000.00) bearing interest at the rate of nine five percent (95%) per annum for the first ninety (90) days after issuanceannum, and twelve percent (12%) per annum thereafter, due April 13, 2002, in substantially the form attached hereto as Exhibit B (the "Notes") and warrants to purchase convertible into shares of the Company's common stock, no par value $.001 per share (the "Common Stock"), in substantially the form attached hereto as Exhibit B (the "Notes"), and warrants to purchase shares of Common Stock, in substantially the form attached hereto as Exhibit C (the "Warrants"), set forth with respect to such Purchaser on Exhibit A hereto. The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Purchase and Sale of Notes and Warrants. Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, subordinated secured convertible promissory notes in the aggregate principal amount of Three Million One Hundred Sixty-Two Thousand Five Hundred Dollars ($3,000,000.00162,500.00) bearing interest at the rate of nine six percent (96%) per annum for the first ninety (90) days after issuanceannum, and twelve percent (12%) per annum thereafter, due April 13, 2002, in substantially the form attached hereto as Exhibit B (the "Notes") and warrants to purchase convertible into shares of the Company's common stock, no par value $.001 per share (the "Common StockCOMMON STOCK"), in substantially the form attached hereto as Exhibit EXHIBIT B (the "NOTES"), and warrants to purchase shares of Common Stock, in substantially the form attached hereto as EXHIBIT C (the "WarrantsWARRANTS"), set forth with respect to such Purchaser on EXHIBIT A hereto. The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities ActSECURITIES ACT"), including Regulation D ("Regulation REGULATION D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, subordinated convertible promissory notes in the aggregate principal amount of Three up to Six Million Six Hundred Thousand Dollars ($3,000,000.006,600,000) bearing interest at the rate of nine percent (9%) per annum for annum, convertible into shares of the first ninety Company’s common stock, par value $0.01 per share (90) days after issuance, and twelve percent (12%) per annum thereafter, due April 13, 2002the “Common Stock”), in substantially the form attached hereto as Exhibit B (the "“Notes") and warrants to purchase shares ”). Each Note shall be issued in a multiple of the Company's common stock, par value one Thousand Dollars ($.001 per share (the "Common Stock"), in substantially the form attached hereto as Exhibit C (the "Warrants"1,000). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "“Securities Act"”), including Regulation D ("“Regulation D"”), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Purchase and Sale of Notes and Warrants. Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, subordinated senior secured convertible promissory notes in the aggregate principal amount of Three Two Million Eighty-Seven Thousand Five Hundred Dollars ($3,000,000.002,087,500.00) bearing interest at the rate of nine six percent (96%) per annum for the first ninety (90) days after issuanceannum, and twelve percent (12%) per annum thereafter, due April 13, 2002, in substantially the form attached hereto as Exhibit B (the "Notes") and warrants to purchase convertible into shares of the Company's common stock, no par value $.001 per share (the "Common StockCOMMON STOCK"), in substantially the form attached hereto as Exhibit EXHIBIT B (the "NOTES"), and warrants to purchase shares of Common Stock, in substantially the form attached hereto as EXHIBIT C (the "WarrantsWARRANTS"), set forth with respect to such Purchaser on EXHIBIT A hereto. The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities ActSECURITIES ACT"), including Regulation D ("Regulation REGULATION D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Purchase and Sale of Notes and Warrants. Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall each Purchaser shall, severally but not jointly, purchase from the Company, subordinated promissory notes in the aggregate principal amount of Three Million Dollars Company ($3,000,000.00i) bearing interest at the rate of nine percent (9%) per annum for the first ninety (90) days after issuance, and twelve percent (12%) per annum thereafter, due April 13, 2002, a Note in substantially the form attached hereto as Exhibit B B, and (the "Notes"ii) and warrants to purchase shares of the Company's common stock, par value $.001 per share (the "Common Stock"), in substantially the form attached hereto as Exhibit C (the "Warrants"), in each case as set forth opposite each such Purchaser's name on Exhibit A hereto, for an aggregate purchase price to the Company from all Purchasers of $3,500,000 (the "Purchase Price"). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Purchase and Sale of Notes and Warrants. Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, subordinated convertible promissory notes in the aggregate principal amount of Three Million Dollars ($3,000,000.00) bearing interest at the rate of nine seven percent (97%) per annum for the first ninety (90) days after issuanceannum, and twelve percent (12%) per annum thereafter, due April 13, 2002, in substantially the form attached hereto as Exhibit B (the "Notes") and warrants to purchase convertible into shares of the Company's common stock, par value $.001 per share (the "Common Stock"), in substantially the form attached hereto as Exhibit B (the "Notes"), and warrants to purchase shares of Common Stock, in substantially the form attached hereto as Exhibit C (the "Warrants"), set forth with respect to such Purchaser on Exhibit A hereto. The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D Regulations S ("Regulation DS"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.