Filing Date

Filing Date. The 150th day following the Closing Date.

Filing Date. Means, with respect to the Registration Statement required to be filed hereunder, a date no later than sixty (60) days following the date hereof and, with respect to shares of Common Stock issuable to the Holder as a result of adjustments to the conversion price of the exercise price of the Warrants, pursuant to their respective terms, sixty (60) days after the occurrence of such event or the date of such adjustment.

Filing Date. Means, (i) with respect to the initial Registration Statement required to be filed hereunder, a date no later than ninety (90) days following the date hereof and (ii) with respect to shares of Common Stock issuable to the Holder as a result of adjustments to the Exercise Price made pursuant to the Series B Preferred Stock or Warrants or otherwise, thirty (30) days after the occurrence such event or the date of the adjustment of the Exercise Price, as the case may be.

Filing Date. Means a date no later than ninety (90) days following the date hereof, subject to extension in accordance with Section 2(b) hereof.

Filing Date. Means, with respect to the Registration Statement required to be filed hereunder, twenty (20) days following the date upon which the registration statement filed by the Company in February 2004 has been declared effective Company but no later than May 30, 2004.

Filing Date. Means, with respect to the Registration Statement required to be filed hereunder, a date no later than thirty five (35) days following the closing under the Subscription Agreement, with respect to shares of Common Stock issuable to the Purchaser pursuant to the Subscription Agreement and issuable on the exercise of the Warrants to be issued to the Purchaser thereunder.

Filing Date. Means (i) if the Company completes the sale of 10,000,000 A Units and 100,000 B Units to the Purchasers under the Purchase Agreement on or before May 21, 2004, June 4, 2004, or (ii) if the Company does not complete the sale of 10,000,000 A Units and 100,000 B Units to the Purchasers under the Purchase Agreement by May 21, 2004, the 20th calendar day following the date on which the Company files with the Commission its Annual Report on Form 10-K for the fiscal year ended April 30, 2004.

Filing Date. Means the 10th day following the Closing Date.

Filing Date. Means the date the Registration Statement is filed ----------- which date shall be no later than the 30th day following the Closing Date.

Filing Date. Means, with respect to the Registration Statement required to be filed hereunder, fifteen (15) days following the effective date of the registration statement to be filed by the Company for the shares of common Stock underlying the original $3,500,000 convertible term note issued by the Company to the Purchaser.