Common use of Repricing Rights Clause in Contracts

Repricing Rights. Subject to Section 1(a), the Buyer is entitled to one Repricing Right for each share of common stock purchased under the terms of this Agreement. The Repricing Rights entitle the Buyer to acquire additional shares of Common Stock (or its cash equivalent) for each share sold on the date of the Exercise Notice (in the form annexed hereto as Exhibit A), equal to the number of Repricing Rights exercised multiplied by a fraction, the numerator of which is the difference between the Repricing Price and the Market Price (as defined herein) and the denominator of which is the Market Price. The Repricing Price, will be initially set at 120% of the Purchase Price Per Share (as defined in Section 1(a) above) and increase by 2.5% per six month period thereafter. The Market Price shall be calculated at the average closing bid price of the Common Stock for the five trading days preceeding the date an Exercise Notice is tendered to the Company via facsimile transmission. The Exercise Notice shall state the number of shares of Common Stock sold by the Buyer on the date of the Exercise Notice. A Repricing Right may only be exercised on the date of, and in connection with, a sale of the underlying Common Stock. At any time after the earlier of the effectiveness of the Registration Statement or 120 days following the Closing Date, the Buyer will be permitted to exercise up to 25% per calendar month cumulatively, of their Repricing Rights. The Company may, at its sole option, pay the Buyer the cash value of the Repricing Right in lieu of additional shares upon receiving a Exercise Notice by confirming the same within two business days and wiring the cash value of the Repricing Right to the Buyer within 5 business days of receipt of the Exercise Notice (except if the cash value of the Repricing Right exceeds $50,000, the Company shall have fourteen (14) calendar days to make said payment). After effectiveness of the registration statement covering the Common Stock being purchased, if (i) the Company's Common Stock price appreciates to more than 127.5% of the closing price as of the Closing Date, (ii) the average trading volume equals or exceeds a total value of $1,000,000 per day and (iii) both (i) and (ii) are sustained for a period of at least thirty (30) consecutive calendar days, then 25% of the total number of Repricing Rights will expire per each thirty (30) consecutive calendar day period in which the requirements of (i), (ii) and (iii) have been met, so long as the Company is in compliance in all material respects with its obligations to the Buyer under this Agreement and the other agreements, instruments and documents contemplated thereby. The Repricing Rights will expire in their entirety 14 months after the effectiveness of the Registration Statement.

Repricing Rights. Subject to Section 1(a), the Buyer is entitled to one Repricing Right for each share of common stock Common Stock purchased under the terms of this Agreement. The Repricing Rights entitle the Buyer to acquire additional shares (the "Additional Shares") of Common Stock (or its cash equivalent) for each share sold on the date of the Exercise Notice (in the form annexed hereto as Exhibit A), equal to the number of Repricing Rights exercised multiplied by a fraction, the numerator of which is the difference between the Repricing Price and the Market Price (as defined herein) and the denominator of which is the Market Price. The Repricing Price, will be initially set at 120% of the Purchase Price Per Share (as defined in Section 1(a) above) and increase by 2.5% two and one-half percentage points per six month period thereafter. The Market Price shall be calculated at the average closing bid price of the Common Stock for the five trading days preceeding the date an Exercise Notice is tendered to the Company via facsimile transmission. The Exercise Notice shall state the number of shares of Common Stock sold by the Buyer on the date of the Exercise Notice. A Repricing Right may only be exercised on the date of, and in connection with, a sale of the underlying Common Stock. At any time after the earlier of the effectiveness of the Registration Statement or 120 days following the Closing Date, the Buyer will be permitted to exercise up to 25% per calendar month cumulatively, of their Repricing Rights. Notwithstanding the foregoing, in the event that the Buyer has exhausted its repricing rights under the Initial Agreement, the Buyer shall be permitted to exercise up to 35% per calendar month cumulatively, of their repricing rights. The Company may, at its sole option, pay the Buyer the cash value of the Repricing Right in lieu of additional shares upon receiving a Exercise Notice by confirming the same within two business days and wiring the cash value of the Repricing Right to the Buyer within 5 business days of receipt of the Exercise Notice (except if the cash value of the Repricing Right exceeds $50,000, the Company shall have fourteen (14) calendar days to make said payment). After effectiveness of the registration statement covering the Common Stock being purchased, if (i) the Company's Common Stock price appreciates to more than 127.5% of the closing sales price as of the Closing Date, ,as reported by Nasdaq (ii) the average trading volume equals or exceeds a total value of $1,000,000 per day and (iii) both (i) and (ii) are sustained for a period of at least thirty (30) consecutive calendar days, then 25% of the total number of Repricing Rights will expire per each thirty (30) consecutive calendar day period in which the requirements of (i), (ii) and (iii) have been met, so long as the Company is in compliance in all material respects with its obligations to the Buyer under this Agreement and the other agreements, instruments and documents contemplated therebyRegistration Rights Agreement. The Repricing Rights will expire in their entirety 14 months after the effectiveness of the Registration Statement.

Repricing Rights. Subject to Section 1(a), the Buyer is entitled to one Repricing Right for each share of common stock Common Stock purchased under the terms of this Agreement. The Repricing Rights entitle the Buyer to acquire additional shares (the "Additional Shares") of Common Stock (or its cash equivalent) for each share sold on the date of the Exercise Notice (in the form annexed hereto as Exhibit A), equal to the number of Repricing Rights exercised multiplied by a fraction, the numerator of which is the difference between the Repricing Price and the Market Price (as defined herein) and the denominator of which is the Market Price. The Repricing Price, will be initially set at 120% of the Purchase Price Per Share (as defined in Section 1(a) above) and increase by 2.5% two and one-half percentage points per six month period thereafter. The Market Price shall be calculated at the average closing bid price of the Common Stock for the five trading days preceeding the date an Exercise Notice is tendered to the Company via facsimile transmission. The Exercise Notice shall state the number of shares of Common Stock sold by the Buyer on the date of the Exercise Notice. A Repricing Right may only be exercised on the date of, and in connection with, a sale of the underlying Common Stock. At any time after the earlier of the effectiveness of the Registration Statement or 120 days following the Closing Date, the Buyer will be permitted to exercise up to 25% per calendar month cumulatively, of their Repricing Rights. Notwithstanding the foregoing, provided that the Buyer has exhausted its repricing rights under the Initial Agreement dated March 25, 1999, and the second tranche agreement dated July 8, 1999, the Buyer shall be permitted to exercise up to 35% per calendar month cumulatively, of their repricing rights. The Company may, at its sole option, pay the Buyer the cash value of the Repricing Right in lieu of additional shares upon receiving a Exercise Notice by confirming the same within two business days and wiring the cash value of the Repricing Right to the Buyer within 5 business days of receipt of the Exercise Notice (except if the cash value of the Repricing Right exceeds $50,000, the Company shall have fourteen (14) calendar days to make said payment). After effectiveness of the registration statement covering the Common Stock being purchased, if (i) the Company's Common Stock price appreciates to more than 127.5% of the closing sales price as of the Closing Date, as reported by Nasdaq (ii) the average trading volume equals or exceeds a total value of $1,000,000 per day and (iii) both (i) and (ii) are sustained for a period of at least thirty (30) consecutive calendar days, then 25% of the total number of Repricing Rights will expire per each thirty (30) consecutive calendar day period in which the requirements of (i), (ii) and (iii) have been met, so long as the Company is in compliance in all material respects with its obligations to the Buyer under this Agreement and the other agreements, instruments and documents contemplated therebyRegistration Rights Agreement. The Repricing Rights will expire in their entirety 14 months after the effectiveness of the Registration Statement.

Repricing Rights. Subject to Section 1(a), the Buyer is entitled to one Repricing Right for each share of common stock Common Stock purchased under the terms of this Agreement. The Repricing Rights entitle the Buyer to acquire additional shares (the "Additional Shares") of Common Stock (or its cash equivalent) for each share sold on the date of the Exercise Notice (in the form annexed hereto as Exhibit A), equal to the number of Repricing Rights exercised multiplied by a fraction, the numerator of which is the difference between the Repricing Price and the Market Price (as defined herein) and the denominator of which is the Market Price. The Repricing Price, will be initially set at 120% of the Purchase Price Per Share (as defined in Section 1(a) above) and increase by 2.5% two and one-half percentage points per six month period thereafter. The Market Price shall be calculated at the average closing bid price of the Common Stock for the five trading days preceeding the date an Exercise Notice is tendered to the Company via facsimile transmission. The Exercise Notice shall state the number of shares of Common Stock sold by the Buyer on the date of the Exercise Notice. A Repricing Right may only be exercised on the date of, and in connection with, a sale of the underlying Common Stock. At any time after the earlier of the effectiveness of the Registration Statement or 120 days following the Closing Date, the Buyer will be permitted to exercise up to 25% per calendar month cumulatively, of their Repricing Rights. Notwithstanding the foregoing, provided that the Buyer has exhausted its repricing rights under the Initial Agreement dated March 25, 1999, the second tranche agreement dated July 8, 1999, and the third tranche agreement dated October 7, 1999, the Buyer shall be permitted to exercise up to 35% per calendar month cumulatively, of their repricing rights. The Company may, at its sole option, pay the Buyer the cash value of the Repricing Right in lieu of additional shares upon receiving a Exercise Notice by confirming the same within two business days and wiring the cash value of the Repricing Right to the Buyer within 5 business days of receipt of the Exercise Notice (except if the cash value of the Repricing Right exceeds $50,000, the Company shall have fourteen (14) calendar days to make said payment). After effectiveness of the registration statement covering the Common Stock being purchased, if (i) the Company's Common Stock price appreciates to more than 127.5% of the closing sales price as of the Closing Date, as reported by Nasdaq (ii) the average trading volume equals or exceeds a total value of $1,000,000 per day the average trading volume during the calendar month preceeding the Closing Date and (iii) both (i) and (ii) are sustained for a period of at least thirty (30) consecutive calendar days, then 25% of the total number of Repricing Rights will expire per each thirty (30) consecutive calendar day period in which the requirements of (i), (ii) and (iii) have been met, so long as the Company is in compliance in all material respects with its obligations to the Buyer under this Agreement and the other agreements, instruments and documents contemplated therebyRegistration Rights Agreement. The Repricing Rights will expire in their entirety 14 months after the effectiveness of the Registration Statement.