Common use of SUBSCRIPTION FORM Clause in Contracts

SUBSCRIPTION FORM. To be Executed by the Holder of this Warrant if such Holder Desires to Exercise this Warrant in Whole or in Part: To: Cognigen Networks, Inc. (the "Company") The undersigned -------------------------------- Please insert Social Security or other identifying number of Subscriber: hereby irrevocably elects to exercise the right of purchase represented by this Warrant for, and to purchase thereunder, shares of the $0.001 par value ------- common stock (the "Common Stock") provided for therein and tenders payment herewith to the order of the Company in the amount of $ , such payment ----------- being made as provided on the face of this Warrant. The undersigned requests that certificates for such shares of Common Stock be issued as follows: Name: ------------------------------------------------------------------------- Address: ---------------------------------------------------------------------- Deliver to: ------------------------------------------------------------------- Address: ---------------------------------------------------------------------- and, if such number of shares of Common Stock shall not be all the shares of Common Stock purchasable hereunder, that a new Warrant for the balance remaining of the shares of Common Stock purchasable under this Warrant be registered in the name of, and delivered to, the undersigned at the address stated above. Dated: Signature ------------------------------------------------ Note: The signature on this Subscription Form must correspond with the name as written upon the face of this Warrant in every particular, without alteration or enlargement or any change whatever. FORM OF ASSIGNMENT (To Be Signed Only Upon Assignment) FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto: ------------------------------------ [NAME] this Warrant, and appoints ------------------------------------ [NAME] to transfer this Warrant on the books of the Company with the full power of substitution in the premises. Dated: ------------------ In the presence of: ----------------------------- ------------------------------------ (Signature must conform in all respects to the name of the holder as specified on the face of this Warrant without alteration, enlargement or any change whatsoever, and the signature must be guaranteed in the usual manner). EXHIBIT C MASTER SERVICES AGREEMENT This MASTER SERVICES AGREEMENT (the "Agreement") is entered into as of the 1st day of February, 2004, by and among, Cognigen Switching Technologies, Inc. (hereinafter referred to as "CST") a California corporation with principal offices at Suite 103A, 3220 South Higuera Street, San Luis Obispo, CA 93401, and Cognigen Nxxxxxxx, Xxx. (xxxxxxxxxxx referred to as "Cognigen") a Colorado Corporation with its principal office located at Suite 210, 7001 Seaview Ave. NW, Seattle, WA, 98117. CST and COGNIGEN are sometixxx xxxxxxxx xx xxxxxx xx xxx "Xxxxx" xx "Parties".

SUBSCRIPTION FORM. To be Executed by the Holder of this ChaseMellon Shareholder Services The Warrant if such Holder Desires to Exercise this Warrant in Whole or in PartAgent Attention: To: Cognigen Networks, Inc. (the "Company") The undersigned -------------------------------- Please insert Social Security or other identifying number of Subscriber: hereby irrevocably elects to exercise the right of purchase represented by this Warrant the within Warrant(s) for, and to purchase thereunder, ________________ shares of the $0.001 par value ------- common stock (the "Common Stock") provided for therein therein, and tenders payment herewith to the order of the Company in the amount of $ , such payment ----------- being made as provided on the face of this Warrant. The undersigned requests that certificates for such shares of Common Stock be issued as follows: Name: ------------------------------------------------------------------------- Address: ---------------------------------------------------------------------- Deliver in the name of and to: ------------------------------------------------------------------- Address: ---------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- and, if such said number of shares of Common Stock shall not be all the shares of Common Stock purchasable hereunderthereunder, that a new Warrant Certificate for the balance remaining of the shares of Common Stock purchasable under this the within Warrant Certificate be registered in the name of, of the undersigned warrantholder or his assignee as below indicated and delivered to, the undersigned at to the address stated abovebelow. As the Exercise Price upon exercise of the Warrant(s) the undersigned encloses $_______________, by certified or official bank check. Dated: :___________________________________________________________ Name of Warrantholder or Assignee:______________________________ Address:_________________________________________________________ -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Signature ------------------------------------------------ NoteGuaranteed:___________________ Signature:________________________ THE SIGNATURE(S) SHOULD BE (NOTE: The above signature must correspond with GUARANTEED BY AN ELIGIBLE the name as written upon the face of this GUARANTOR INSTITUTION, GENERALLY, Warrant Certificate in every particular, BANKS, STOCK BROKERS, SAVINGS without alteration or enlargement or any INSTITUTIONS AND CREDIT change whatever, unless this Warrant UNIONS WITH MEMBERSHIP IN AN Certificate has been assigned.) APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM, PURSUANT TO S.E.C. RULE 17Ad-15. FORM OF ASSIGNMENT For value received and subject to the restrictions on transfer described in the Warrant Agreement under which this Subscription Form Warrant was issued, _______________________________________________ hereby sells, assigns, and transfers unto ____________________________ Warrants represented by the within Warrant Certificate, together with all right, title and interest therein, and does hereby irrevocable constitute and appoint ____________________________ __________________________________ attorney, to transfer such Warrants on the books of the within named corporation, with full power of substitution. Dated Signature of Warrant Holder (NOTE: The above signature must correspond with the name as written upon the face of this Warrant Certificate in every particular, without alteration or enlargement or any change whatever. FORM OF ASSIGNMENT (To Be Signed Only Upon Assignment) FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto: ------------------------------------ [NAME] this Warrant, and appoints ------------------------------------ [NAME] to transfer unless this Warrant on the books of the Company with the full power of substitution in the premises. Dated: ------------------ In the presence of: ----------------------------- ------------------------------------ (Signature must conform in all respects to the name of the holder as specified on the face of this Warrant without alteration, enlargement or any change whatsoever, and the signature must be guaranteed in the usual mannerCertificate has been assigned.). EXHIBIT C MASTER SERVICES AGREEMENT This MASTER SERVICES AGREEMENT (the "Agreement") is entered into as of the 1st day of February, 2004, by and among, Cognigen Switching Technologies, Inc. (hereinafter referred to as "CST") a California corporation with principal offices at Suite 103A, 3220 South Higuera Street, San Luis Obispo, CA 93401, and Cognigen Nxxxxxxx, Xxx. (xxxxxxxxxxx referred to as "Cognigen") a Colorado Corporation with its principal office located at Suite 210, 7001 Seaview Ave. NW, Seattle, WA, 98117. CST and COGNIGEN are sometixxx xxxxxxxx xx xxxxxx xx xxx "Xxxxx" xx "Parties".

SUBSCRIPTION FORM. (To be Executed executed only upon exercise of Warrants represented by the Holder of this Warrant if such Holder Desires to Exercise Certificate) To: American Stock Transfer & Trust Company, as Warrant Agent 40 Wall Street New York, New York 10005 The underxxxxxx xxxxxx xxxxxxxxxxx xxxxxxxxx [_____________] of the Class B, Series __ Warrants represented by this Warrant Certificate and herewith makes payment in Whole or accordance with the terms and conditions specified in Part: To: Cognigen Networksthis Warrant Certificate and in the Warrant Agreement and surrenders this Warrant Certificate and all right, title and interest therein to and directs that the shares of Preferred Stock of Marvel Enterprises, Inc. (the "CompanyWarrant Shares") The undersigned -------------------------------- Please insert Social Security deliverable upon the exercise of such Class B, Series __ Warrants be registered or placed in the name and at the address specified below and delivered thereto. Dated: --------------------------------------- (Signature of Owner) --------------------------------------- (Street Address) --------------------------------------- (City) (State) (Zip Code) Signature Guaranteed By: --------------------------------------- Securities and/or check or other identifying number of Subscriber: hereby irrevocably elects to exercise the right of purchase represented by this Warrant for, and to purchase thereunder, shares of the $0.001 par value ------- common stock property (the "Common Stock") provided for therein and tenders payment herewith to the order of the Company in the amount of $ , such payment ----------- being made as provided on the face of this Warrant. The undersigned requests that certificates for such shares of Common Stock be issued as follows: Name: ------------------------------------------------------------------------- Address: ---------------------------------------------------------------------- Deliver to: ------------------------------------------------------------------- Address: ---------------------------------------------------------------------- andincluding, if such number of shares of Common Stock Class B, Series __ Warrants exercised shall not be all of the shares of Common Stock purchasable hereunderClass B, that Series __ Warrants evidenced by this Warrant Certificate, a new Warrant Certificate for the balance remaining of the shares of Common Stock purchasable under this Warrant such Class B, Series __ Warrants) to be registered in the name of, and issued or delivered to: Name: Street Address: City, the undersigned at the address stated above. DatedState and Zip Code: Signature ------------------------------------------------ Note: The signature on this Subscription Form must correspond with the name as written upon the face of this Warrant in every particular, without alteration Please insert social security or enlargement or any change whatever. FORM OF ASSIGNMENT (To Be Signed Only Upon Assignment) FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto: ------------------------------------ [NAME] this Warrant, and appoints ------------------------------------ [NAME] to transfer this Warrant on the books of the Company with the full power of substitution in the premises. Dated: ------------------ In the presence of: ----------------------------- ------------------------------------ (Signature must conform in all respects to the name of the holder as specified on the face of this Warrant without alteration, enlargement or any change whatsoever, and the signature must be guaranteed in the usual manner). EXHIBIT C MASTER SERVICES AGREEMENT This MASTER SERVICES AGREEMENT (the "Agreement") is entered into as of the 1st day of February, 2004, by and among, Cognigen Switching Technologies, Inc. (hereinafter referred to as "CST") a California corporation with principal offices at Suite 103A, 3220 South Higuera Street, San Luis Obispo, CA 93401, and Cognigen Nxxxxxxx, Xxx. (xxxxxxxxxxx referred to as "Cognigen") a Colorado Corporation with its principal office located at Suite 210, 7001 Seaview Ave. NW, Seattle, WA, 98117. CST and COGNIGEN are sometixxx xxxxxxxx xx xxxxxx xx xxx "Xxxxx" xx "Parties".identifying number:

SUBSCRIPTION FORM. [To be Executed by the Holder executed only upon exercise of Warrant] The undersigned registered owner of this Warrant if such Holder Desires to Exercise irrevocably exercises this Warrant for the purchase of ______ shares Common Stock of Norand Corporation and herewith makes payment therefor, all at the price and on the terms and conditions specified in Whole or in Part: To: Cognigen Networks, Inc. (the "Company") The undersigned -------------------------------- Please insert Social Security or other identifying number of Subscriber: hereby irrevocably elects to exercise the right of purchase represented by this Warrant for, and to purchase thereunder, shares of the $0.001 par value ------- common stock (the "Common Stock") provided for therein and tenders payment herewith to the order of the Company in the amount of $ , such payment ----------- being made as provided on the face of this Warrant. The undersigned requests that certificates for such the shares of Common Stock hereby purchased (and any securities or other property issuable upon such exercise) be issued as follows: Name: ------------------------------------------------------------------------- Address: ---------------------------------------------------------------------- Deliver to: ------------------------------------------------------------------- Address: ---------------------------------------------------------------------- in the name of and delivered to _________________ whose address is ___________________________________________________ and, if such number of shares of Common Stock shall not be include all the shares of Common Stock purchasable hereunder, that a new Warrant for the balance remaining of the shares of Common Stock purchasable under issuable as provided in this Warrant, that a new Warrant of like tenor and date for the balance of the shares of Common Stock issuable hereunder be registered in delivered to the name of, and delivered to, the undersigned at the address stated aboveundersigned. Dated: _______________________________ (Name of Registered Owner) _______________________________ (Signature ------------------------------------------------ Noteof Registered Owner) _______________________________ (Street Address) _______________________________ (City) (State) (Zip Code) NOTICE: The signature on this Subscription Form subscription must correspond with the name as written upon the face of this the within Warrant in every particular, without alteration or enlargement or any change whateverwhatsoever. ANNEX B ASSIGNMENT FORM OF ASSIGNMENT (To Be Signed Only Upon Assignment) FOR VALUE RECEIVED, RECEIVED the undersigned registered owner of this Warrant hereby sells, assigns and transfers unto: ------------------------------------ [NAME] unto the Assignee named below all of the rights of the undersigned under this Warrant, with respect to the number of shares of Common Stock set forth below: No. of Shares of Name and appoints ------------------------------------ [NAME] Address of Assignee Common Stock and does hereby irrevocably constitute and appoint ________ _____________ attorney-in-fact to register such transfer this Warrant on onto the books of Norand Corporation maintained for the Company purpose, with the full power of substitution in the premises. Dated:___________________ Print Name:___________________ Signature:____________________ Witness:______________________ NOTICE: ------------------ In the presence of: ----------------------------- ------------------------------------ (Signature The signature on this assignment must conform in all respects to correspond with the name of the holder as specified on written upon the face of this the within Warrant in every particular, without alteration, alteration or enlargement or any change whatsoever, and the signature must be guaranteed in the usual manner). EXHIBIT C MASTER SERVICES AGREEMENT This MASTER SERVICES AGREEMENT (the "Agreement") is entered into as of the 1st day of February, 2004, by and among, Cognigen Switching Technologies, Inc. (hereinafter referred to as "CST") a California corporation with principal offices at Suite 103A, 3220 South Higuera Street, San Luis Obispo, CA 93401, and Cognigen Nxxxxxxx, Xxx. (xxxxxxxxxxx referred to as "Cognigen") a Colorado Corporation with its principal office located at Suite 210, 7001 Seaview Ave. NW, Seattle, WA, 98117. CST and COGNIGEN are sometixxx xxxxxxxx xx xxxxxx xx xxx "Xxxxx" xx "Parties".TABLE OF CONTENTS

SUBSCRIPTION FORM. To be Executed by the Holder of this Warrant if such Holder Desires to Exercise this Warrant in Whole or in Part: To: Cognigen Networks, Inc. (the "Company") The undersigned -------------------------------- Please insert Social Security or other identifying number of Subscriber: hereby irrevocably elects to exercise the right of purchase represented by this Warrant for, and to purchase thereunder, shares of the $0.001 par value ------- common stock (the "Common Stock") provided for therein and tenders payment herewith to the order of the Company in the amount of $ , such payment ----------- being made as provided on the face of this Warrant. The undersigned requests that certificates for such shares of Common Stock be issued as follows: Name: ------------------------------------------------------------------------- Address: ---------------------------------------------------------------------- Deliver to: ------------------------------------------------------------------- Address: ---------------------------------------------------------------------- and, if such number of shares of Common Stock shall not be all the shares of Common Stock purchasable hereunder, that a new Warrant for the balance remaining of the shares of Common Stock purchasable under this Warrant be registered in the name of, and delivered to, the undersigned at the address stated above. Dated: Signature ------------------------------------------------ Note: The signature on this Subscription Form must correspond with the name as written upon the face of this Warrant in every particular, without alteration or enlargement or any change whatever. FORM OF ASSIGNMENT (To Be Signed Only Upon Assignment) FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto: ------------------------------------ [NAME] this Warrant, and appoints ------------------------------------ [NAME] to transfer this Warrant on the books of the Company with the full power of substitution in the premises. Dated: ------------------ In the presence of: ----------------------------- ------------------------------------ (Signature must conform in all respects to the name of the holder as specified on the face of this Warrant without alteration, enlargement or any change whatsoever, and the signature must be guaranteed in the usual manner). EXHIBIT C B MASTER SERVICES AGREEMENT This MASTER SERVICES AGREEMENT (the "Agreement") is entered into as of the 1st day of February, 2004, by and among, Cognigen Switching Technologies, Inc. (hereinafter referred to as "CST") a California corporation with principal offices at Suite 103A, 3220 South Higuera Street, San Luis Obispo, CA 93401, and Cognigen Nxxxxxxx, Xxx. (xxxxxxxxxxx referred to as "Cognigen") a Colorado Corporation with its principal office located at Suite 210, 7001 Seaview Ave. NW, Seattle, WA, 98117. CST and COGNIGEN are sometixxx xxxxxxxx xx xxxxxx xx xxx "Xxxxx" xx "Parties".

SUBSCRIPTION FORM. (To be Executed executed only upon exercise of Warrants represented by the Holder of this Warrant if such Holder Desires to Exercise Certificate) To: American Stock Transfer & Trust Company, as Warrant Agent 40 Wall Street New York, New York 10005 The underxxxxxx xxxxxx xxxxxxxxxxx xxxxxxxxx [_____________] of the Warrants represented by this Warrant Certificate and herewith makes payment in Whole or accordance with the terms and conditions specified in Part: To: Cognigen Networksthis Warrant Certificate and in the Warrant Agreement and surrenders this Warrant Certificate and all right, title and interest therein to and directs that the shares of Common Stock of Marvel Enterprises, Inc. (the "CompanyWarrant Shares") The undersigned -------------------------------- Please insert Social Security deliverable upon the exercise of such Warrants be registered or placed in the name and at the address specified below and delivered thereto. Dated: --------------------------------------- (Signature of Owner) --------------------------------------- (Street Address) --------------------------------------- (City) (State) (Zip Code) Signature Guaranteed By: --------------------------------------- Securities and/or check or other identifying number of Subscriber: hereby irrevocably elects to exercise the right of purchase represented by this Warrant for, and to purchase thereunder, shares of the $0.001 par value ------- common stock property (the "Common Stock") provided for therein and tenders payment herewith to the order of the Company in the amount of $ , such payment ----------- being made as provided on the face of this Warrant. The undersigned requests that certificates for such shares of Common Stock be issued as follows: Name: ------------------------------------------------------------------------- Address: ---------------------------------------------------------------------- Deliver to: ------------------------------------------------------------------- Address: ---------------------------------------------------------------------- andincluding, if such number of shares of Common Stock Warrants exercised shall not be all of the shares of Common Stock purchasable hereunderWarrants evidenced by this Warrant Certificate, that a new Warrant Certificate for the balance remaining of the shares of Common Stock purchasable under this Warrant such Warrants) to be registered in the name of, and issued or delivered to: Name: Street Address: City, the undersigned at the address stated above. DatedState and Zip Code: Signature ------------------------------------------------ Note: The signature on this Subscription Form must correspond with the name as written upon the face of this Warrant in every particular, without alteration Please insert social security or enlargement or any change whatever. FORM OF ASSIGNMENT (To Be Signed Only Upon Assignment) FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto: ------------------------------------ [NAME] this Warrant, and appoints ------------------------------------ [NAME] to transfer this Warrant on the books of the Company with the full power of substitution in the premises. Dated: ------------------ In the presence of: ----------------------------- ------------------------------------ (Signature must conform in all respects to the name of the holder as specified on the face of this Warrant without alteration, enlargement or any change whatsoever, and the signature must be guaranteed in the usual manner). EXHIBIT C MASTER SERVICES AGREEMENT This MASTER SERVICES AGREEMENT (the "Agreement") is entered into as of the 1st day of February, 2004, by and among, Cognigen Switching Technologies, Inc. (hereinafter referred to as "CST") a California corporation with principal offices at Suite 103A, 3220 South Higuera Street, San Luis Obispo, CA 93401, and Cognigen Nxxxxxxx, Xxx. (xxxxxxxxxxx referred to as "Cognigen") a Colorado Corporation with its principal office located at Suite 210, 7001 Seaview Ave. NW, Seattle, WA, 98117. CST and COGNIGEN are sometixxx xxxxxxxx xx xxxxxx xx xxx "Xxxxx" xx "Parties".identifying number: