Common use of HOLDER'S INTENT Clause in Contracts

HOLDER'S INTENT. This Warrant has been entered into by the Company in reliance upon the following representation of Holder, which by its acceptance hereof the Holder hereby confirms: The right to acquire Shares will be acquired for investment and not with a view to the sale or distribution of any part thereof, and the Holder has no present intention of selling or engaging in any public distribution of the same except pursuant to a registration or exemption. "COMPANY" EARTHSHELL CONTAINER CORPORATION By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ------------------------------ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Chief Executive Officer By /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ------------------------------ ▇▇▇▇▇ ▇▇▇▇▇▇▇ Chief Financial Officer NOTICE OF EXERCISE 1. The undersigned hereby elects to purchase ____________ shares of the Common Stock of ___________________ pursuant to the terms of the attached Warrant, and tenders herewith payment of the purchase price of such shares in full. 1. The undersigned hereby elects to convert the attached Warrant into Shares in the manner specified in the Warrant. This conversion is exercised with respect to ____________ of the Shares covered by the Warrant. [Strike paragraph that does not apply.] 2. Please issue a certificate or certificates representing said shares in the name of the undersigned or in such other name as is specified below; _______________________________ ____________ (Name) _______________________________ _______________________________ (Address) 3. The undersigned represents it is acquiring the shares solely for its own account and not as a nominee for any other party and not with a view toward the resale or distribution thereof except in compliance with applicable securities laws. ________________________________ (Signature) ______________________ (Date) APPENDIX 2 NOTICE THAT WARRANT IS ABOUT TO EXPIRE ---------------- (Name of Holder) (Address of Holder) Attn: Chief Financial Officer Dear _____________: This is to advise you that the Warrant issued to you described below will expire on _____________, 19__. Issuer: Issue Date:

HOLDER'S INTENT. This Warrant has been entered into by the Company in reliance upon the following representation of Holder, which by its acceptance hereof the Holder hereby confirms: The right to acquire Shares will be acquired for investment and not with a view to the sale or distribution of any part thereof, and the Holder has no present intention of selling or engaging in any public distribution of the same except pursuant to a registration or exemption. "COMPANY" EARTHSHELL CONTAINER CORPORATION By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ------------------------------ ------------------------------------ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Chief Executive Officer By /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ------------------------------ ------------------------------------ ▇▇▇▇▇ ▇▇▇▇▇▇▇ Chief Financial Officer Officer APPENDIX 1 NOTICE OF EXERCISE 1. The undersigned hereby elects to purchase ____________ shares of the Common Stock of ____________________ pursuant to the terms of the attached Warrant, and tenders herewith payment of the purchase price of such shares in full. 1. The undersigned hereby elects to convert the attached Warrant into Shares in the manner specified in the Warrant. This conversion is exercised with respect to ____________ of the Shares covered by the Warrant. [Strike paragraph that does not apply.] 2. Please issue a certificate or certificates representing said shares in the name of the undersigned or in such other name as is specified below; _______________________________ ____________ : -------------------------------- -------------- (Name) _______________________________ _______________________________ -------------------------------- -------------------------------- (Address) 3. The undersigned represents it is acquiring the shares solely for its own account and not as a nominee for any other party and not with a view toward the resale or distribution thereof except in compliance with applicable securities laws. ________________________________ ------------------------ (Signature) ______________________ -------------------- (Date) ) APPENDIX 2 NOTICE THAT WARRANT IS ABOUT TO EXPIRE ---------------- ------------,---- (Name of Holder) (Address of Holder) Attn: Chief Financial Officer Dear _____________: This is to advise you that the Warrant issued to you described below will expire on _____________, 19__. Issuer: Issue Date:

HOLDER'S INTENT. This Warrant has been entered into by the Company in reliance upon the following representation of Holder, which by its acceptance hereof the Holder hereby confirms: The right to acquire Shares will be acquired for investment and not with a view to the sale or distribution of any part thereof, and the Holder has no present intention of selling or engaging in any public distribution of the same except pursuant to a registration or exemption. "COMPANY" EARTHSHELL CONTAINER CORPORATION By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ------------------------------ -------------------------------------- ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Chief Executive Officer By /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ------------------------------ -------------------------------------- ▇▇▇▇▇ ▇▇▇▇▇▇▇ Chief Financial Officer Officer APPENDIX 1 NOTICE OF EXERCISE 1. The undersigned hereby elects to purchase ____________ shares of the Common Stock of ___________________ pursuant to the terms of the attached Warrant, and tenders herewith payment of the purchase price of such shares in full. 1. The undersigned hereby elects to convert the attached Warrant into Shares in the manner specified in the Warrant. This conversion is exercised with respect to ____________ of the Shares covered by the Warrant. [Strike paragraph that does not apply.] 2. Please issue a certificate or certificates representing said shares in the name of the undersigned or in such other name as is specified below; _______________________________ ____________ : ------------------------- (Name) _______________________________ _______________________________ ------------------------- ------------------------- (Address) 3. The undersigned represents it is acquiring the shares solely for its own account and not as a nominee for any other party and not with a view toward the resale or distribution thereof except in compliance with applicable securities laws. ________________________________ ------------------------------ (Signature) ______________________ ------------------------- (Date) ) APPENDIX 2 NOTICE THAT WARRANT IS ABOUT TO EXPIRE ---------------- ---------- (Name of Holder) (Address of Holder) Attn: Chief Financial Officer Dear _____________: This is to advise you that the Warrant issued to you described below will expire on _____________, 19__. Issuer: Issue Date:

HOLDER'S INTENT. This Warrant has been entered into by the Company in reliance upon the following representation of Holder, which by its acceptance hereof the Holder hereby confirms: The right to acquire Shares will be acquired for investment and not with a view to the sale or distribution of any part thereof, and the Holder has no present intention of selling or engaging in any public distribution of the same except pursuant to a registration or exemption. "COMPANY" EARTHSHELL CONTAINER CORPORATION By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ------------------------------ -------------------- ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Chief Executive Officer By /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ------------------------------ -------------------- ▇▇▇▇▇ ▇▇▇▇▇▇▇ Chief Financial Officer Officer APPENDIX 1 NOTICE OF EXERCISEEXERCISE ------------------- 1. The undersigned hereby elects to purchase ____________ shares purchase____________shares of the Common Stock of ___________________ pursuant of___________________________pursuant to the terms of the attached Warrant, and tenders herewith payment of the purchase price of such shares in full. 1. The undersigned hereby elects to convert the attached Warrant into Shares in the manner specified in the Warrant. This conversion is exercised with respect to ____________ of to________________of the Shares covered by the Warrant. [Strike paragraph that does not apply.] 2. Please issue a certificate or certificates representing said shares in the name of the undersigned or in such other name as is specified below; _______________________________ ____________ . ------------------------------ (Name) _______________________________ _______________________________ ------------------------------ ------------------------------ (Address) 3. The undersigned represents it is acquiring the shares solely for its own account and not as a nominee for any other party and not with a view toward the resale or distribution thereof except in compliance with applicable securities laws. ------------------------------- (Signature) ---------------------------------- (Date) APPENDIX 2 NOTICE THAT WARRANT IS ABOUT TO EXPIRE -------------------------------------- ----------- (Name of Holder) (Address of Holder) Attn: Chief Financial Officer Dear________________________________ (Signature) ; This is to advise you that the Warrant issued to you described below will expire on______________________ (Date) APPENDIX 2 NOTICE THAT WARRANT IS ABOUT TO EXPIRE ---------------- (Name of Holder) (Address of Holder) Attn: Chief Financial Officer Dear _____________: This is to advise you that the Warrant issued to you described below will expire on _____________, 19___. Issuer: Issue Date:

HOLDER'S INTENT. This Warrant has been entered into by the Company in reliance upon the following representation of Holder, which by its acceptance hereof the Holder hereby confirms: The right to acquire Shares will be acquired for investment and not with a view to the sale or distribution of any part thereof, and the Holder has no present intention of selling or engaging in any public distribution of the same except pursuant to a registration or exemption. "COMPANY" EARTHSHELL CONTAINER CORPORATION By /s/ /s/▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ------------------------------ --------------------------------- ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Chief Executive Officer By /s/ /s/▇▇▇▇▇ ▇▇▇▇▇▇▇ ------------------------------ --------------------------------- ▇▇▇▇▇ ▇▇▇▇▇▇▇ Chief Financial Officer NOTICE OF EXERCISE 1. The undersigned hereby elects to purchase ____________ __shares of the Common Stock of ___________________ __pursuant to the terms of the attached Warrant, and tenders herewith payment of the purchase price of such shares in full. 1. The undersigned hereby elects to convert the attached Warrant into Shares in the manner specified in the Warrant. This conversion is exercised with respect to ____________ of the Shares covered by the Warrant. [Strike paragraph that does not apply.] 2. Please issue a certificate or certificates representing said shares in the name of the undersigned or in such other name as is specified below; _______________________________ ____________ : ------------------------------------------- (Name) _______________________________ _______________________________ ------------------------------------------- ------------------------------------------- (Address) 3. The undersigned represents it is acquiring the shares solely for its own account and not as a nominee for any other party and not with a view toward the resale or distribution thereof except in compliance with applicable securities laws. ________________________________ ------------------------------------ (Signature) ______________________ ------------------------------------ (Date) APPENDIX 2 NOTICE THAT WARRANT IS ABOUT TO EXPIRE ---------------- (Name of Holder) (Address of Holder) Attn: Chief Financial Officer Dear _____________: This is to advise you that the Warrant issued to you described below will expire on _____________, 19__. Issuer: Issue Date:)