Common use of Valuation of Common Stock Clause in Contracts

Valuation of Common Stock. The Purchaser understands that the ------------------------- Stock has been valued by the board of directors and that the Company believes this valuation represents a fair attempt at reaching an accurate appraisal of its worth; the Purchaser understands, however, that the Company can give no assurances that such price is in fact the fair market value of the Stock and that it is possible that, with the benefit of hindsight, the Internal Revenue Service would successfully assert that the value of the common stock on the date of purchase is substantially greater than so determined. If the Internal Revenue Service were to succeed in a tax determination that the Stock received had value greater than that upon which the transaction was based, the additional value would constitute ordinary income as of the date of its receipt. The additional taxes (and interest) due would be payable by the Purchaser, and there is no provision for the Company to reimburse him for that tax liability, and the Purchaser assumes all responsibility for such potential tax liability. In the event such additional value would represent more than 25 percent of the Purchaser's gross income for the year in which the value of the shares were taxable, the Internal Revenue Service would have six years from the due date for filing the return (or the actual filing date of the return if filed thereafter) within which to assess the Purchaser the additional tax and interest which would then be due.

Valuation of Common Stock. The Purchaser understands that ------------------------- the ------------------------- Stock has been valued by the board of directors and that the Company believes this valuation represents a fair attempt at reaching an accurate appraisal of its worth; the Purchaser understands, however, that the Company can give no assurances that such price is in fact the fair market value of the Stock and that it is possible that, with the benefit of hindsight, the Internal Revenue Service would successfully assert that the value of the common stock on the date of purchase is substantially greater than so determined. If the Internal Revenue Service were to succeed in a tax determination that the Stock received had value greater than that upon which the transaction was based, the additional value would constitute ordinary income as of the date of its receipt. The additional taxes (and interest) due would be payable by the Purchaser, and there is no provision for the Company to reimburse him for that tax liability, and the Purchaser assumes all responsibility for such potential tax liability. In the event such additional value would represent more than 25 percent of the Purchaser's gross income for the year in which the value of the shares were taxable, the Internal Revenue Service would have six years from the due date for filing the return (or the actual filing date of the return if filed thereafter) within which to assess the Purchaser the additional tax and interest which would then be due.

Valuation of Common Stock. The Purchaser understands that the ------------------------- --------------------------- Stock has been valued by the board of directors and that the Company believes this valuation represents a fair attempt at reaching an accurate appraisal of its worth; the Purchaser understands, however, that the Company can give no assurances that such price is in fact the fair market value of the Stock and that it is possible that, with the benefit of hindsight, the Internal Revenue Service would successfully assert that the value of the common stock on the date of purchase is substantially greater than so determined. If the Internal Revenue Service were to succeed in a tax determination that the Stock received had value greater than that upon which the transaction was based, the additional value would constitute ordinary income as of the date of its receipt. The additional taxes (and interest) due would be payable by the Purchaser, and there is no provision for the Company to reimburse him for that tax liability, and the Purchaser assumes all responsibility for such potential tax liability. In the event such additional value would represent more than 25 percent of the Purchaser's gross income for the year in which the value of the shares were taxable, the Internal Revenue Service would have six years from the due date for filing the return (or the actual filing date of the return if filed thereafter) within which to assess the Purchaser the additional tax and interest which would then be due.

Valuation of Common Stock. The Purchaser understands that the ------------------------- Stock has been valued by the board of directors and that the Company believes this valuation represents a fair attempt at reaching an accurate appraisal of its worth; the Purchaser understands, however, that the Company can give no assurances that such price is in fact the fair market value of the Stock and that it is possible that, with the benefit of hindsight, the Internal Revenue Service would successfully assert that the value of the common stock on the date of purchase is substantially greater than so determined. If the Internal Revenue Service were to succeed in a tax determination that the Stock received had value greater than that upon which the transaction was based, the additional value would constitute ordinary income as of the date of its receipt. The additional taxes (and interest) due would be payable by the Purchaser, and there is no provision for the Company to reimburse him for that tax liability, and the Purchaser assumes all responsibility for such potential tax liability. In the event such additional value would represent more than 25 percent of the Purchaser's gross income for the year in which the value of the shares were taxable, the Internal Revenue Service would have six years from the due date for filing the return (or the actual filing date of the return if filed thereafter) within which to assess the Purchaser the additional tax and interest which would then be due. (i) Section 83(b)

Valuation of Common Stock. The Purchaser understands that the ------------------------- -------------------------- Stock has been valued by the board of directors and that the Company believes this valuation represents a fair attempt at reaching an accurate appraisal of its worth; the Purchaser understands, however, that the Company can give no assurances that such price is in fact the fair market value of the Stock and that it is possible that, with the benefit of hindsight, the Internal Revenue Service would successfully assert that the value of the common stock on the date of purchase is substantially greater than so determined. If the Internal Revenue Service were to succeed in a tax determination that the Stock received had value greater than that upon which the transaction was based, the additional value would constitute ordinary income as of the date of its receipt. The additional taxes (and interest) due would be payable by the Purchaser, and there is no provision for the Company to reimburse him for that tax liability, and the Purchaser assumes all responsibility for such potential tax liability. In the event such additional value would represent more than 25 percent of the Purchaser's gross income for the year in which the value of the shares were taxable, the Internal Revenue Service would have six years from the due date for filing the return (or the actual filing date of the return if filed thereafter) within which to assess the Purchaser the additional tax and interest which would then be due.