AMENDED AND RESTATED STOCK ISSUANCE AGREEMENT

(h)  Bonus Shares that accrue pursuant to Section 3.1(a) shall be subject to proportionate and equitable adjustment upon any stock splits, stock dividends, reverse stock splits, recapitalizations, mergers and other similar events involving or affecting the Series A-5 Preferred Stock.

(i)  Bonus Shares that accrue pursuant to Section 3.1(a) shall be payable, when, as and if declared or paid by the Board of Directors of Radius. The Board of Directors of Radius shall be required to declare and pay such Bonus Shares accrued pursuant to Section 3.1(a) hereof: (i) upon the request of the holder(s) of a majority of the shares of common stock or other capital stock issued or issuable in respect of Series A-5 Preferred Stock or (ii) on any Event of Sale.

(j)  The stock dividend feature of Section 3.1(a), as well as all other forms of accrual of Bonus Shares under this Agreement (including, without limitation, any contractual accrual of Bonus Shares pursuant to the second paragraph of Section 3.1(k) below or pursuant to Section 3.1(l) below) shall terminate upon an Event of Sale. Upon an Event of Sale, the Person that becomes the successor of Radius as a result of such Event of Sale shall, in lieu of accruing Bonus Shares pursuant to this Agreement, make cash payments to NB for the services to be rendered pursuant to Work Statement NB-1.

(k)  The stock dividend feature of Section 3.1(a) hereof shall also terminate upon the occurrence of any event that is not an Event of Sale if such event causes all outstanding shares of Series A-5 Preferred Stock of Radius to convert into, or be exchanged for, common stock of Radius or any other Person (including a Shell Company Successor) or any other class or series of capital stock of Radius or any other Person (including a Shell Company Successor); provided, however, that such stock dividend feature shall not terminate if such event that is not an Event of Sale consists of an acquisition of Radius, directly or indirectly, by such Shell Company Successor pursuant to which all shares of each of Series A-5 Preferred Stock and Series A-6 Preferred Stock of Radius shall convert into, or be exchanged for, shares of a series of preferred stock of the Shell Company Successor that has adopted and incorporated substantially the same terms provided under this Agreement with respect to the Series A-5 Preferred Stock or the Series A-6 Preferred Stock, as the case may be, of Radius, in which case such stock dividend feature shall be applicable to such series of preferred stock of the Shell Company Successor.

Upon termination of the stock dividend feature pursuant to this Section 3.1(k) in connection with an event that is not an Event of Sale: (1) all accrued Bonus Shares not yet issued or paid shall automatically convert into the right to receive a distribution of that number of accrued but not yet issued or paid shares of such common stock or such other class or series of capital stock that a holder of such accrued but not yet issued Bonus Shares would have been entitled to receive with respect to such Bonus Shares if such holder had claimed such Bonus Shares using the procedure described in Section 3.1(i)(i) and been the holder of record of such Bonus Shares immediately prior to the occurrence of such event; and (2) all Bonus Shares, if any, that would have accrued pursuant to Section 3.1(a) at any time after the occurrence of such event if such event had not occurred, shall accrue pursuant to this clause (2) on the same terms and conditions as if such accrual had been under Section 3.1(a) hereof and be payable in shares of such common stock of Radius or any other Person (including a Shell Company Successor), as the case may be, or such other class or series of capital stock of Radius or any other Person (including a Shell Company Successor), as the case may be, in accordance with the terms of this Agreement as if such accrual had been pursuant to Section 3.1(a). For purposes of clarification, any accrual of Bonus Shares pursuant to clause (2) of this paragraph shall be a contractual accrual and not an accrued stock dividend.

(l)  The stock dividend feature of Section 3.1(a) shall also terminate upon the transfer by NB of any or all of the Series A-5 Shares to any Person. Upon termination of the stock dividend feature pursuant to this Section 3.1(m), all Bonus Shares, if any, that would have accrued pursuant to Section 3.1(a) at any time after the occurrence of such transfer of Series A-5 Shares by NB if such transfer had not occurred, shall accrue pursuant to this Section 3.1(m) for the exclusive benefit of NB (and not the Person to whom such Series A-5 Shares were transferred) on the same terms and conditions as if such accrual had been under Section 3.1(a) hereof and be payable in shares of Series A-6 Preferred Stock subject to, and in accordance with, the terms of this Agreement as if such accrual had been pursuant to Section 3.1(a). For purposes of clarification, any accrual of Bonus Shares pursuant to this Section 3.1(l) shall be a contractual accrual and not an accrued stock dividend.

(m)  Notwithstanding anything express or implied in this Agreement to the contrary, in the event of any transaction involving Radius and a Shell Company Successor pursuant to which such Shell Company Successor,

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directly or indirectly, acquires Radius or all or substantially all of its assets, then (1) such transaction shall not be treated as an Event of Sale, (2) such Shell Company Successor shall succeed to all of the rights and obligations of Radius under this Agreement and (3) if the stock dividend feature of Section 3.1(a) hereof does not terminate pursuant to the first paragraph of Section 3.1(k), all references in this Agreement to the terms Series A-5 Preferred Stock and Series A-6 Preferred Stock shall be deemed and treated as if they were references to the applicable series of preferred stock of such Shell Company Successor into which, or for which, such Series A-5 Preferred Stock and such Series A-6 Preferred Stock was converted or exchanged, as applicable.

3.2  Bonus Shares to be Duly Authorized and Issued, Fully Paid and Non-Assessable. Radius covenants and agrees that it will take all such action as may be necessary to ensure that all Bonus Shares issued pursuant to this Agreement shall, at the time of delivery of the certificates for such Bonus Shares, be duly and validly authorized and issued and fully paid and non-assessable shares.

3.3  Stock Record Date. No Person shall be deemed to have become the holder of record of any Bonus Shares until the date that the Board of Directors declare such accrued Bonus Shares payable in accordance with Section 3.1(i) and any certificate for such accrued Bonus Shares shall be dated as of such date. Prior to such date, no Person shall be entitled to any rights of a stockholder of Radius with respect to the Bonus Shares which may be issuable pursuant to this Agreement including, without limitation, the right to vote, to receive dividends or other distributions or to exercise any preemptive rights and shall not be entitled to receive any notice of any proceedings of Radius, except as provided herein.

3.4  Limitation. (a)  Subject to Section 3.4(b), notwithstanding anything to the contrary expressed or implied in this Agreement, in the event that, at any time after Radius is acquired, directly or indirectly, by a Shell Company Successor, any accrual of Bonus Shares in accordance with the provisions of this Agreement would cause the cumulative number of Bonus Shares (calculated on an as converted to Common Stock basis) accrued pursuant to this Agreement from and after the effective date of such acquisition (whether or not such accrued Bonus Shares have been or are issued) to exceed [*]% of the issued and outstanding shares of capital stock of such Shell Company Successor as of such effective date and as of each Accrual Date after such effective date (calculated on an as converted to Common Stock basis and after giving effect to appropriate and equitable adjustments upon any stock splits, stock dividends, reverse stock splits, recapitalizations, mergers and other similar events), then no such accrual shall be made pursuant to this Agreement, and Radius shall, in lieu of such accrual, make payment of any Applicable Quarterly Amount in cash.

(b)  The limitation imposed by Section 3.4(a) may be waived by Radius in its sole and absolute discretion at any time and from time to time. Any such waiver by Radius of such limitation in any particular instance shall not constitute a waiver of such limitation in any other instance.

4.  REPRESENTATIONS AND WARRANTIES OF RADIUS.

Radius hereby represents and warrants to NB as follows, as of the Closing:

4.1  Organization and Standing; Power and Authority. Radius is a corporation duly organized and validly existing under the laws of the State of Delaware and has the requisite corporate power and authority to (a) own and operate its properties and assets, (b) conduct its business as currently conducted, (c) execute and deliver this Agreement and the Amended and Restated Stockholders’ Agreement among Radius and the other parties thereto including those summarized in the Term Sheet in the form attached as Attachment A, with such changes and additional provisions as may be made by Radius after the date hereof in connection with the negotiation by Radius of the closing documents for the Series A-1 Financing with prospective investors in the Series A-1 Financing (the “Stockholders’ Agreement” and collectively with this Agreement the “Transaction Documents”), (d) issue and sell the Series A-5 Preferred Stock, and (e) perform its obligations pursuant to the Transaction Documents and the Restated Certificate.