0001047469-03-001361 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 14th, 2003 • Dot Hill Systems Corp • Computer storage devices • New York

This Securities Purchase Agreement (this "Agreement") is dated as of December 18, 2002, among Dot Hill Systems Corp., a Delaware corporation (the "Company"), and the purchasers identified on the signature pages hereto (each, including its successors and assigns, a "Purchaser" and collectively the "Purchasers").

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 14th, 2003 • Dot Hill Systems Corp • Computer storage devices • New York

This Agreement is made pursuant to the Securities Purchase Agreement dated as of the date hereof among the Company and the Purchasers (the "Purchase Agreement").

STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of Dot Hill Systems Corp.
Stock Purchase Warrant • January 14th, 2003 • Dot Hill Systems Corp • Computer storage devices

THIS STOCK PURCHASE WARRANT CERTIFIES that, for value received, (the "Holder"), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after December , 2002 (the "Initial Exercise Date") and on or prior to the earlier of (i) the close of business on the fifth anniversary of the Initial Exercise Date and (ii) immediately prior to the consummation of an Acquisition Transaction (as defined in the Certificate of Designation) (the "Termination Date") but not thereafter, to subscribe for and purchase from Dot Hill Systems Corp., a corporation incorporated in the State of Delaware (the "Company"), up to shares (the "Warrant Shares") of Common Stock, par value $0.001 per share, of the Company (the "Common Stock"). The purchase price of one share of Common Stock (the "Exercise Price") under this Warrant shall be $3.11, subject to adjustment hereunder. The Exercise Price and the number of Warrant Shares for which this Wa

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