Purchaser agrees to buy and the Company agrees to sell and issue to Purchaser shares of common stock, par value $0.01 per share (the “Common Stock”), of the Company for an aggregate purchase price (the “Purchase Price”) equal to the product of # the aggregate number of shares of Common Stock the Purchaser has agreed to purchase and # the purchase price per share of Common Stock, each as set forth on the signature page hereto. The Purchase Price is set forth on the signature page hereto.

Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Buyer, and the Buyer wishes to buy from the Company, up to Twenty-two Million Dollars ($22,000,000) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). The shares of Common Stock to be purchased hereunder are referred to herein as the “Purchase Shares.”

Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Buyer, and the Buyer wishes to buy from the Company, up to Twelve Million Dollars ($12,000,000) of the Company’s common stock, par value $0.001 (the “Common Stock”). The shares of Common Stock to be purchased hereunder are referred to herein as the “Purchase Shares.”