PURCHASE WARRANTVcampus Corp • March 24th, 2006 • Services-services, nec • Delaware
Company FiledMarch 24th, 2006 Industry JurisdictionThis is to certify that, FOR VALUE RECEIVED, [Name of Purchaser] (“Warrantholder”), is entitled to purchase, subject to the provisions of this Warrant, from VCampus Corporation, a corporation organized under the laws of Delaware (“Company”), at any time and from time to time commencing four years from the Issuance Date (“Exercise Date”), but not later than 5:00 P.M., Eastern time, on the tenth (10th) anniversary of the Issuance Date (the “Expiration Date”), a total of [pro rata portion of 1,000,000 shares based on total of $2.3 million investment] shares (“Warrant Shares”) of Common Stock, $0.01 par value per share (“Common Stock”), of the Company, at an exercise price per share equal to the then applicable conversion price of the Company’s Series B-1 Preferred Stock. The exercise price in effect from time to time is hereafter called the “Warrant Price”. The number of Warrant Shares purchasable upon exercise of this Warrant and the Warrant Price shall be subject to adjustment from time
PURCHASE WARRANTVcampus Corp • December 14th, 2005 • Services-services, nec • Delaware
Company FiledDecember 14th, 2005 Industry JurisdictionThis is to certify that, FOR VALUE RECEIVED, [Name of Purchaser] (“Warrantholder”), is entitled to purchase, subject to the provisions of this Warrant, from VCampus Corporation, a corporation organized under the laws of Delaware (“Company”), at any time and from time to time commencing six months from the Issuance Date (“Exercise Date”), but not later than 5:00 P.M., Eastern time, on the fifth (5th) anniversary of the Issuance Date (the “Expiration Date”), a total of [75% of the number of shares of Common Stock issuable upon conversion, at closing, of the Company’s Series A-1 Preferred Stock purchased by the Warrantholder] shares (“Warrant Shares”) of Common Stock, $0.01 par value per share (“Common Stock”), of the Company, at an exercise price per share equal to the then applicable conversion price of the Company’s Series A-1 Preferred Stock; provided, however, that if the conversion price of the Company’s Series A-1 Preferred Stock resets on March 31, 2006, then the number of Warrant
PURCHASE WARRANTVcampus Corp • April 4th, 2005 • Services-services, nec • Delaware
Company FiledApril 4th, 2005 Industry JurisdictionThis is to certify that, FOR VALUE RECEIVED, [Name of Purchaser] (“Warrantholder”), is entitled to purchase, subject to the provisions of this Warrant, from VCampus Corporation, a corporation organized under the laws of Delaware (“Company”), at any time and from time to time commencing six months from the Issuance Date (“Exercise Date”), but not later than 5:00 P.M., Eastern time, on the fifth (5th) anniversary of the Issuance Date (“Expiration Date”), a total of [ ] shares (“Warrant Shares”) of Common Stock, $0.01 par value per share (“Common Stock”) of the Company, at an exercise price per share of $1.63. The exercise price in effect from time to time is hereafter called the “Warrant Price”. The number of Warrant Shares purchasable upon exercise of this Warrant and the Warrant Price shall be subject to adjustment from time to time as described herein.