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Re: ThSeeker post# 38

Monday, 01/31/2005 5:28:04 PM

Monday, January 31, 2005 5:28:04 PM

Post# of 69
Towards the end of the filing.....

"Pursuant to the terms of the Purchase Agreement, the Company also agreed to (1) carry out a reverse stock split within ninety (90) days of closing, (2) permit the investor to appoint an observer to participate in Company board meetings,
(3) grant to the investor a right of first refusal with respect to future financings, and (4) pay legal fees of the investor in connection with the transaction, not to exceed $25,000. "

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