In reliance upon the representations and warranties of the Company and Purchaser contained herein and subject to the terms and conditions set forth herein, at the Closing, Purchaser shall purchase, and the Company shall sell and issue to Purchaser, ___ Units, at a negotiated purchase price (the “ Purchase Price ”) of $10,000 per Unit (i.e. $0.80 per Share and one-half Warrant) for an aggregate Purchase Price of $________ for _________ Shares and ___________ Warrants. Partial Units may be accepted at the discretion of the Company and Purchaser. The Purchase Price and number of Shares (but not the number of Warrants) issued hereby may be adjusted as provided herein in Section 5 below. Purchasers may subscribe for additional Units from time to time until the maximum offering amount is sold.