EXHIBIT A

                            CLASS A WARRANT AGREEMENT

      CLASS A WARRANT AGREEMENT  ("Agreement"),  dated as of _____, 2005, by and
between  Datigen.com,  Inc., a Utah corporation  (the  "Company"),  and ________
("Warrantholder").  Certain capitalized terms used herein are defined in Section
14 hereof.

      In  consideration  of  the  mutual  terms,  conditions,   representations,
warranties  and  agreements  herein set forth,  and for other good and  valuable
consideration,  the receipt and sufficiency of which is hereby acknowledged, the
parties hereto hereby agree as follows:

Section 1.  Issuance of Warrants.

      The  Company  hereby  issues  and  grants to  Warrantholder  ____  Class A
Warrants  ("Warrants")  to purchase one (1) share of common stock of the Company
(the  "Common  Stock")  per each  Warrant.  Commencing  on the date  hereof (the
"Warrant  Commencement Date"), and terminating one year thereafter (the "Warrant
Expiration Date"), the holder shall have the right,  subject to the satisfaction
of the  conditions  to  exercise  set forth in Section 7 of this  Agreement,  to
purchase  one (1) share of Common  Stock per each  Warrant (the shares of Common
Stock  issuable upon  exercise of the Warrants  being  collectively  referred to
herein as the "Warrant  Shares") at an exercise price of $0.45 per Warrant Share
(the "Exercise  Price").  The number of Warrant  Shares  issuable on exercise of
each Warrant and the Exercise  Price are all subject to  adjustment  pursuant to
Section 8 of this Agreement.  Notwithstanding,  the Company may, in its sole and
absolute discretion, reduce the Exercise Price.

Section 2.  Form of Warrant Certificates.

      Promptly after the execution and delivery of this Agreement by the parties
hereto,  the Company shall cause to be executed and  delivered to  Warrantholder
one or more certificates  evidencing the Warrants (the "Warrant  Certificates").
Each Warrant Certificate  delivered hereunder shall be substantially in the form
set forth in Exhibit A attached  hereto  and may have such  letters,  numbers or
other  identification  marks and  legends,  summaries  or  endorsements  printed
thereon as the Company may deem appropriate and that are not  inconsistent  with
the terms of this  Agreement or as may be required by  applicable  law,  rule or
regulation. Each Warrant Certificate shall be dated the date of execution by the
Company.

Section 3.  Execution of Warrant Certificates.

      Each Warrant Certificate  delivered hereunder shall be signed on behalf of
the Company by its Chief Executive Officer,  President or a Vice President,  and
by its Secretary or an Assistant  Secretary.  Each such  signature may be in the
form of a facsimile thereof and may be imprinted or otherwise  reproduced on the
Warrant Certificates.

      If any officer of the Company who signed any Warrant Certificate ceases to
be an officer of the Company before the Warrant Certificate so signed shall have
been  delivered by the Company,  such Warrant  Certificate  nevertheless  may be
delivered  as  though  such  person  had not  ceased to be such  officer  of the
Company.

<PAGE>

Section 4.  Registration.

      Warrant  Certificates shall be issued in registered form only. The Company
will keep or cause to be kept books for  registration  of ownership and transfer
of each Warrant  Certificate  issued  pursuant to this  Agreement.  Each Warrant
Certificate  issued  pursuant to this Agreement shall be numbered by the Company
and  shall  be  registered  by the  Company  in the name of the  holder  thereof
(initially  the  Warrantholder).  The Company may deem and treat the  registered
holder of any Warrant Certificate as the absolute owner thereof (notwithstanding
any  notation of  ownership  or other  writing  thereon  made by anyone) for the
purpose of any  exercise  thereof  and for all other  purposes,  and the Company
shall not be affected by any notice to the contrary.

Section 5.  No Transfers.

      A.   Restrictions   on  Transfer.   No  Warrant  may  be  sold,   pledged,
hypothecated,  assigned, conveyed,  transferred or otherwise disposed of (each a
"transfer") unless (i) the transfer complies with all applicable securities laws
and (ii) the  transferee  agrees  in  writing  to be bound by the  terms of this
Agreement.

      B. Cancellation. Warrant Certificates surrendered for transfer or exchange
shall be canceled by the Company.

Section 6.  Mutilated or Missing Warrant Certificates.

      If any Warrant  Certificate is mutilated,  lost, stolen or destroyed,  the
Company shall issue,  upon surrender and  cancellation of any mutilated  Warrant
Certificate,  or in lieu of and substitution  for any lost,  stolen or destroyed
Warrant Certificate, a new Warrant Certificate of like tenor and representing an
equal number of  Warrants.  In the case of a lost,  stolen or destroyed  Warrant
Certificate,  a new Warrant Certificate shall be issued by the Company only upon
the Company's receipt of reasonably satisfactory evidence of such loss, theft or
destruction and, if requested,  an indemnity or bond reasonably  satisfactory to
the Company.

Section 7.  Exercise of Warrants.

      A. Exercise. Subject to the terms and conditions set forth in this Section
7, Warrants may be exercised,  in whole or in part (but not as to any fractional
part of a  Warrant),  at any time or from time to time on and after the  Warrant
Commencement  Date and on or prior to 5:00 p.m.,  Eastern  time,  on the Warrant
Expiration Date.

      In order to  exercise  any  Warrant,  Warrantholder  shall  deliver to the
Company at its office  referred  to in Section 15 the  following:  (i) a written
notice in the form of the Election to Purchase  appearing at the end of the form
of Warrant  Certificate  attached  as  Exhibit A hereto of such  Warrantholder's
election to exercise the Warrants, which notice shall specify the number of such
Warrantholder's  Warrants  being  exercised;  (ii) the  Warrant  Certificate  or
Warrant Certificates evidencing the Warrants being exercised;  and (iii) payment
of the aggregate Exercise Price.

      All rights of Warrantholder  with respect to any Warrant that has not been
exercised,  on or prior to 5:00 p.m.,  Eastern time,  on the Warrant  Expiration
Date shall immediately cease and such Warrants shall be automatically  cancelled
and void.

      B. Payment of Exercise  Price.  Payment of the Exercise Price with respect
to  Warrants  being  exercised  hereunder  shall be made by the  payment  to the
Company, in cash, by check or wire transfer,  of an amount equal to the Exercise
Price multiplied by the number of Warrants then being exercised.

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<PAGE>

      C. Payment of Taxes.  The Company shall be responsible  for paying any and
all issue,  documentary,  stamp or other taxes that may be payable in respect of
any issuance or delivery of Warrant Shares on exercise of a Warrant.

      D. Delivery of Warrant  Shares.  Upon receipt of the items  referred to in
Section 7A, the Company shall, as promptly as  practicable,  execute and deliver
or  cause  to be  executed  and  delivered,  to or upon  the  written  order  of
Warrantholder,  and in the name of Warrantholder or Warrantholder's  designee, a
stock  certificate  or stock  certificates  representing  the  number of Warrant
Shares to be issued on exercise of the  Warrant(s).  If the Warrant Shares shall
in accordance with the terms thereof have become automatically  convertible into
shares of the  Company's  Common Stock prior to the time a Warrant is exercised,
the  Company  shall in lieu of  issuing  shares  of Common  Stock,  issue to the
Warrantholder or its designee on exercise of such Warrant,  a stock  certificate
or stock  certificates  representing  the number of shares of Common  Stock into
which the Warrant Shares  issuable on exercise of such Warrant are  convertible.
The  certificates  issued  to  Warrantholder  or its  designee  shall  bear  any
restrictive legend required under applicable law, rule or regulation.  The stock
certificate  or  certificates  so delivered  shall be  registered in the name of
Warrantholder  or such  other  name as shall be  designated  in said  notice.  A
Warrant  shall be deemed to have been  exercised and such stock  certificate  or
stock  certificates  shall be deemed to have been issued, and such holder or any
other Person so  designated to be named therein shall be deemed to have become a
holder of  record  of such  shares  for all  purposes,  as of the date that such
notice,  together with payment of the aggregate  Exercise  Price and the Warrant
Certificate or Warrant Certificates  evidencing the Warrants to be exercised, is
received by the Company as aforesaid.  If the Warrants  evidenced by any Warrant
Certificate are exercised in part, the Company shall, at the time of delivery of
the stock certificates,  deliver to the holder thereof a new Warrant Certificate
evidencing the Warrants that were not exercised or  surrendered,  which shall in
all  respects  (other  than as to the number of Warrants  evidenced  thereby) be
identical to the Warrant Certificate being exercised.  Any Warrant  Certificates
surrendered upon exercise of Warrants shall be canceled by the Company.

Section 8.  Adjustment of Number of Warrant Shares  Issuable Upon Exercise of
            a Warrant and Adjustment of Exercise Price.

      A. Adjustment for Stock Splits,  Stock Dividends,  Recapitalizations.  The
number of Warrant Shares issuable upon exercise of each Warrant and the Exercise
Price shall each be  proportionately  adjusted  to reflect  any stock  dividend,
stock split,  reverse stock split,  recapitalization  or the like  affecting the
number of outstanding shares of Common Stock that occurs after the date hereof.

      B. Adjustments for  Reorganization,  Consolidation,  Merger.  If after the
date hereof,  the Company (or any other entity, the stock or other securities of
which are at the time receivable on the exercise of the Warrants),  consolidates
with or merges into another  entity or conveys all or  substantially  all of its
assets to  another  entity,  then,  in each such case,  Warrantholder,  upon any
permitted  exercise of a Warrant  (as  provided in Section 7), at any time after
the consummation of such  reorganization,  consolidation,  merger or conveyance,
shall be  entitled  to  receive,  in lieu of the stock or other  securities  and
property receivable upon the exercise of the Warrant prior to such consummation,
the stock or other securities or property to which such Warrantholder would have
been  entitled  upon the  consummation  of such  reorganization,  consolidation,
merger or conveyance if such Warrantholder had exercised the Warrant immediately
prior thereto,  all subject to further adjustment as provided in this Section 8.

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<PAGE>

The successor or purchasing  entity in any such  reorganization,  consolidation,
merger or conveyance  (if other than the Company) shall duly execute and deliver
to Warrantholder a written acknowledgment of such entity's obligations under the
Warrants and this Agreement.

      C. Notice of Certain Events.

      Upon the occurrence of any event  resulting in an adjustment in the number
of Warrant Shares (or other stock or securities or property) receivable upon the
exercise of the  Warrants or the  Exercise  Price,  the Company  shall  promptly
thereafter  (i) compute  such  adjustment  in  accordance  with the terms of the
Warrants,  (ii) prepare a certificate  setting forth such adjustment and showing
in detail the facts upon which such  adjustment is based,  and (iii) mail copies
of such certificate to Warrantholder.

      D. Adjustment to the Exercise Price.

      The Company has the right, in its sole and absolute discretion,  to reduce
the Exercise Price. Upon any such determination, the Company shall notice to the
Warrantholder thereof.

Section 9.  Reservation of Shares.

      The  Company  shall at all times  reserve  and keep  available,  free from
preemptive  rights,  out of the aggregate of its authorized but unissued  Common
Stock,  or its  authorized  and issued  Common Stock held in its  treasury,  the
aggregate  number of the Warrant  Shares  deliverable  upon the  exercise of all
outstanding  Warrants,  for the purpose of enabling it to satisfy any obligation
to issue the Warrant Shares upon the due and punctual  exercise of the Warrants,
through 5:00 p.m., Eastern time, on the Warrant Expiration Date.

Section 10. No Impairment.

      The Company shall not, by amendment of its certificate of incorporation or
bylaws, or through reorganization,  consolidation, merger, dissolution, issuance
or sale of securities,  sale of assets or any other voluntary action,  willfully
avoid or seek to avoid the  observance or performance of any of the terms of the
Warrants or this  Agreement,  and shall at all times in good faith assist in the
carrying  out of all such terms and in the taking of all such  actions as may be
necessary or appropriate in order to protect the rights of  Warrantholder  under
the Warrants and this Agreement  against wrongful  impairment.  Without limiting
the generality of the foregoing,  the Company: (i) shall not set or increase the
par value of any Warrant Shares above the amount payable therefor upon exercise,
and (ii) shall take all actions that are necessary or  appropriate in order that
the Company may validly and legally issue fully paid and  nonassessable  Warrant
Shares upon the exercise of the Warrants.

Section 11. Representations and Warranties of Warrantholder.

      Warrantholder  represents  and warrants to the Company  that,  on the date
hereof and on the date the  Warrantholder  exercises the Warrant pursuant to the
terms of this Agreement:

      (i) Warrantholder is an "accredited investor",  as such term is defined in
Rule 501(a) of Regulation D promulgated under the Securities Act.

      (ii)  Warrantholder  understands  that the Warrants and the Warrant Shares
have not been  registered  under the  Securities Act and  acknowledges  that the
Warrants  and the  Warrant  Shares  must be held  indefinitely  unless  they are
subsequently  registered  under the  Securities  Act or an  exemption  from such
registration becomes available.

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<PAGE>

      (iii)  Warrantholder  is acquiring  the Warrants for  Warrantholder's  own
account for investment  and not with a view to, or for sale in connection  with,
any distribution thereof.

      (iv) All the representations  made by the Warrantholder on the date hereof
in the Subscription Agreement between the Company and the Warrantholder shall be
true and correct as of the date the Warrantholder exercises the Warrant.

Section 12. No Rights or Liabilities as Stockholder.

      No holder, as such, of any Warrant  Certificate shall be entitled to vote,
receive  dividends or be deemed the holder of Common Stock which may at any time
be issuable on the exercise of the Warrants  represented thereby for any purpose
whatever,  nor shall anything contained herein or in any Warrant  Certificate be
construed to confer upon the holder of any Warrant Certificate,  as such, any of
the rights of a stockholder of the Company or any right to vote for the election
of  directors  or upon any  matter  submitted  to  stockholders  at any  meeting
thereof,  or to give or withhold  consent to any corporate  action (whether upon
any  recapitalization,  issuance of stock,  reclassification of stock, change of
par value or change of stock to no par value, consolidation,  merger, conveyance
or  otherwise),  or to receive  notice of  meetings or other  actions  affecting
stockholders or to receive dividend or subscription rights, or otherwise,  until
such  Warrant  Certificate  shall have been  exercised  in  accordance  with the
provisions  hereof and the receipt and  collection of the Exercise Price and any
other amounts payable upon such exercise by the Company. No provision hereof, in
the absence of affirmative  action by  Warrantholder  to purchase Warrant Shares
shall give rise to any  liability of such holder for the Exercise  Price or as a
stockholder of the Company, whether such liability is asserted by the Company or
by creditors of the Company.

Section 13. Fractional Interests.

      The Company  shall not be required  to issue  fractional  shares of Common
Stock upon exercise of the Warrants or to distribute  certificates that evidence
fractional  shares of Common  Stock.  If any fraction of a Warrant  Share would,
except for the  provisions  of this Section 13, be issuable on the exercise of a
Warrant,  the  number of  Warrant  Shares to be issued by the  Company  shall be
rounded to the nearest whole number, with one-half or greater being rounded up.

Section 14. Definitions.

      Unless the context otherwise  requires,  the terms defined in this Section
14,  whenever  used  in  this  Agreement  shall  have  the  respective  meanings
hereinafter  specified  and words in the  singular  or in the plural  shall each
include the singular and the plural and the use of any gender shall  include all
genders.

      "Business  Day"  shall  mean any day on  which  banking  institutions  are
generally open for business in Nevada.

      "Common Stock" means the common stock of the Company.

      "Exercise   Price"  shall  be  the  price  per  Warrant   Share  at  which
Warrantholder  is  entitled  to purchase  Warrant  Shares  upon  exercise of any
Warrant  determined  in  accordance  with Section 7 and subject to adjustment as
provided in Sections 8 and 16 hereof.

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<PAGE>

      "Person"  shall  mean any  corporation,  association,  partnership,  joint
venture,  trust,  organization,  business,  individual,  government or political
subdivision thereof or governmental body.

      "Securities Act" shall mean the Securities Act of 1933, as amended, or any
similar  federal  statute  as at the  time in  effect,  and any  reference  to a
particular  section  of such Act shall  include a  reference  to the  comparable
section, if any, of such successor federal statute.

Section 15. Notices.

      All notices, consents,  requests, waivers or other communications required
or  permitted  under this  Agreement  (each a "Notice")  shall be in writing and
shall be  sufficiently  given (a) if hand  delivered,  (b) if sent by nationally
recognized  overnight  courier,  or (c) if sent by registered or certified mail,
postage prepaid, return receipt requested, addressed as follows:

                  if to the Company:

                  Datigen.com, Inc.

                  ----------------------
                  ----------------------
                  Attn:  President


                  if to Warrantholder:

                  ----------------------
                  ----------------------
                  ----------------------

or such other address as shall be furnished by any of the parties hereto in a
Notice. Any Notice shall be deemed given upon receipt.

Section 16. Supplements, Amendments and Waivers.

      This Agreement may be supplemented or amended only by a subsequent writing
signed by each of the parties hereto (or their successors or permitted assigns),
and any provision  hereof may be waived only by a written  instrument  signed by
the party charged therewith.

Section 17. Successors and Assigns.

      Except as otherwise  provided  herein,  the  provisions of this  Agreement
shall be  binding  upon and inure to the  benefit of and be  enforceable  by the
successors and permitted  assigns of the parties  hereto.  Warrants issued under
this  Agreement  may be  assigned  by  Warrantholder  only  to the  extent  such
assignment  satisfies the  restrictions on transfer set forth in this Agreement;
any  attempted  assignment of Warrants in violation of the terms hereof shall be
void ab initio.

                                     - 6 -
<PAGE>

Section 18. Termination.

      This  Agreement  (other than  Sections 7C, 11, and Sections 15 through 26,
inclusive,  and  all  related  definitions,  all of  which  shall  survive  such
termination)  shall terminate on the earlier of (i) the Warrant  Expiration Date
and (ii) the date on which all Warrants have been exercised.

Section 19. Governing Law; Jurisdiction.

      A.  Governing  Law.  This  Agreement and each Warrant  Certificate  issued
hereunder  shall be governed by and construed in accordance with the laws of the
state of Nevada and the federal laws of the United States applicable herein.

      B.  Submission  to  Jurisdiction.  Each  party  to this  Agreement  hereby
irrevocably and  unconditionally  submits,  for itself and its property,  to the
jurisdiction  of the state of Nevada,  and any appellate court from any thereof,
in respect of actions brought against it as a defendant,  in any action, suit or
proceeding  arising  out  of or  relating  to  this  Agreement  or  the  Warrant
Certificates  and Warrants to be issued pursuant  hereto,  or for recognition or
enforcement of any judgment,  and each of the parties hereto hereby  irrevocably
and  unconditionally  agrees that all claims in respect of any such action, suit
or proceeding  may be heard and  determined in such courts.  Each of the parties
hereto agrees that a final judgment in any such action, suit or proceeding shall
be conclusive and may be enforced in other jurisdictions by suit on the judgment
or in any other manner provided by law.

      C. Venue. Each party hereto irrevocably and unconditionally waives, to the
fullest extent it may legally and  effectively do so, any objection which it may
now or hereafter  have to the laying of venue of any action,  suit or proceeding
arising out of or relating to this Agreement,  or the Warrant  Certificates  and
Warrants  to be  issued  pursuant  hereto,  in any  court  referred  to in  this
Subsection  B. Each of the parties  hereby  irrevocably  waives,  to the fullest
extent permitted by law, the defense of an inconvenient forum to the maintenance
of such action,  suit proceeding in any such court and waives any other right to
which it may be entitled on account of its place of residence or domicile.

Section 20. Third Party Beneficiaries.

      Each party  intends  that this  Agreement  shall not benefit or create any
right or cause of action in or on behalf of any Person  other  than the  parties
hereto and their successors and permitted assigns.

Section 21. Headings.

      The  headings in this  Agreement  are for  convenience  only and shall not
affect the construction or interpretation of this Agreement.

Section 22. Entire Agreement.

      This Agreement,  together with the Warrant Certificates and Exhibits,  and
the  Subscription  Agreement,  dated of even date  herewith,  by and between the
Company and the Warrantholder, constitute the entire agreement and understanding
between the parties  hereto with respect to the subject  matter hereof and shall
supersede any prior  agreements  and  understandings  between the parties hereto
with respect to such subject matter.



                                     - 7 -
<PAGE>

Section 23. Expenses.

      Each of the parties  hereto shall pay its own expenses and costs  incurred
or to be incurred in negotiating, closing and carrying out this Agreement and in
consummating the transactions contemplated herein, except as otherwise expressly
provided for herein.

Section 24. Neutral Construction.

      The parties to this  Agreement  agree that this  Agreement was  negotiated
fairly  between them at arm's length and that the final terms of this  Agreement
are the product of the parties' negotiations. Each party represents and warrants
that it has sought and received legal counsel of its own choosing with regard to
the contents of this Agreement and the rights and obligations  affected  hereby.
The parties agree that this  Agreement  shall be deemed to have been jointly and
equally  drafting by them, and that the  provisions of this Agreement  therefore
should not be  construed  against a party or parties  on the  grounds  that such
party or parties  drafted or was more  responsible  for the drafting of any such
provision(s).

Section 25. Representations and Warranties.

      The Company hereby represents and warrants to the Warrantholder that:

      (a) the Company has all  requisite  corporate  power and  authority to (i)
execute and deliver this Agreement and (ii) issue and sell the Common Stock upon
the conversion thereof and carry out provisions of this Agreement. All corporate
action on the part of the Company,  its  officers,  directors  and  stockholders
necessary for the authorization,  execution and delivery of this Agreement,  the
performance of all obligations of the Company  hereunder,  and the authorization
(or reservation for issuance),  sale and issuance of the Common Stock to be sold
hereunder has been taken or will be taken prior to the date hereof;

      (b) this Agreement  constitutes a valid and legally binding  obligation of
the Company,  enforceable in accordance with its terms, except (i) as limited by
applicable  bankruptcy,  insolvency,  reorganization,  moratorium and other laws
relating to application affecting enforcement of creditor's rights generally and
(ii) as limited by laws relating to the  availability  of specific  performance,
injunctive relief of other equitable remedies;

      (c) the Common Stock  issuable upon the  conversion  thereof that is being
purchased  hereunder,  when issued,  sold and delivered in  accordance  with the
terms of this Agreement for the consideration expressed herein, will be duly and
validly issued, fully paid and nonassessable and will be free of restrictions on
transfer, other than restrictions on transfer under applicable state and federal
securities laws;

      (d)  subject  in  part  to  the  truth  and  accuracy  of  Warrantholder's
representations  set forth in Section 11 of this Agreement,  the offer, sale and
issuance  of  the  Common  Stock  issuable  upon  the   conversion   thereof  as
contemplated by this Agreement are exempt from the registration  requirements of
the Securities Act and the  qualification  or  registration  requirements of any
state securities or other applicable blue sky laws; and

      (e) the  execution,  delivery and  performance  of this  Agreement and the
consummation of the transactions contemplated hereby will not result in any such
violation, or be in conflict with or constitute,  with or without the passage of
time and giving of notice, either a default under any such provision or an event
that results in creation of any lien,  charge or encumbrance  upon any assets of
the Company or the suspension,  revocation, impairment, forfeiture or nonremoval
of any material permit,  license,  authorization  or approval  applicable to the
Company, its business or operations or any of its assets or properties.

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<PAGE>

Section 26. Counterparts.

      This Agreement may be executed in  counterparts  and by facsimile and each
such  counterpart  shall for all purposes be deemed to be an  original,  and all
such counterparts shall together constitute but one and the same instrument.

      IN WITNESS  WHEREOF,  the parties  hereto have caused this Agreement to be
duly executed as of the day and year first above written.

                              DATIGEN.COM, INC.

                              By:
                                  --------------------------------------
                                  Name:
                                  Title:

                              By:
                                  --------------------------------------
                                  Name:
                                  Title:

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<PAGE>


                                    EXHIBIT A

      THE SECURITIES  REPRESENTED BY THIS  CERTIFICATE  HAVE NOT BEEN REGISTERED
      UNDER THE  SECURITIES ACT OF 1933, AS AMENDED,  OR THE SECURITIES  LAWS OF
      ANY STATE. THE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE
      SOLD, ASSIGNED,  TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE
      WITH SUCH ACT AND LAWS. THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE
      SUBJECT TO THE TERMS AND  CONDITIONS  OF, AND MAY ONLY BE  TRANSFERRED  IN
      ACCORDANCE WITH, A CLASS A WARRANT AGREEMENT BETWEEN DATIGEN.COM, INC. AND
      THE HOLDER OF THE SECURITIES  REPRESENTED BY THIS  CERTIFICATE.  COPIES OF
      SUCH AGREEMENT MAY BE OBTAINED UPON WRITTEN REQUEST TO THE COMPANY.

NO.                                                     CLASS A WARRANTS
    ----                                        -------


                                     FORM OF

                           Class A Warrant Certificate

                                DATIGEN.COM, INC.

      This    Warrant    Certificate    certifies    that    _____________,    a
____________________,  is the registered holder of _______ Class A Warrants (the
"Warrantholder")  to purchase  shares (the "Warrant  Shares") of Common Stock of
Datigen.com,  Inc. (the "Company"). Each Warrant entitles the holder, subject to
the  satisfaction  of the  conditions  to exercise set forth in Section 7 of the
Warrant Agreement referred to below, to purchase from the Company at any time or
from time to time on and after the date hereof (the "Warrant Commencement Date")
and terminate on or prior to 5:00 p.m.,  Eastern time, one year  thereafter (the
"Warrant Expiration Date") one fully paid and nonassessable Warrant Share at the
Exercise Price set forth in the Warrant Agreement.  The number of Warrant Shares
for which each  Warrant is  exercisable  and the  Exercise  Price are subject to
adjustment as provided in the Warrant Agreement.

      The  Warrants  evidenced by this  Warrant  Certificate  are part of a duly
authorized  issue of Warrants to purchase Warrant Shares and are issued pursuant
to a Class A  Warrant  Agreement,  dated  as of  ________,  2005  (the  "Warrant
Agreement"),  between the Company and  ___________,  which Warrant  Agreement is
hereby  incorporated  by reference in and made a part of this  instrument and is
hereby  referred  to for a  description  of the  rights,  limitation  of rights,
obligations, duties and immunities thereunder of the Company and Warrantholder.

      Warrantholder  may exercise vested  Warrants by surrendering  this Warrant
Certificate,  with the Election to Purchase  attached hereto properly  completed
and  executed,  together with payment of the aggregate  Exercise  Price,  at the
offices of the Company specified in Section 15 of the Warrant Agreement. If upon
any exercise of Warrants evidenced hereby the number of Warrants exercised shall
be less than the total  number of  Warrants  evidenced  hereby,  there  shall be
issued to the holder hereof or its assignee a new Warrant Certificate evidencing
the number of Warrants not exercised.

<PAGE>

      This Warrant  Certificate,  when surrendered at the offices of the Company
specified  in Section 15 of the  Warrant  Agreement,  by the  registered  holder
thereof in person,  by legal  representative  or by attorney duly  authorized in
writing, may be exchanged, in the manner and subject to the limitations provided
in the Warrant  Agreement,  for one or more other Warrant  Certificates  of like
tenor evidencing in the aggregate a like number of Warrants.

      Warrantholder  may  transfer  the  Warrants   evidenced  by  this  Warrant
Certificate,  in whole or in part,  only in  accordance  with  Section  5 of the
Warrant Agreement.

      The  Company  may deem and  treat  the  registered  holder  hereof  as the
absolute  owner of this  Warrant  Certificate  (notwithstanding  any notation of
ownership  or other  writing  hereon  made by  anyone),  for the  purpose of any
exercise  hereof  and for all  other  purposes,  and the  Company  shall  not be
affected by any notice to the contrary.


      WITNESS the signatures of the duly authorized officers of the Company.

Dated:  ___________ ___, 2005

                                    DATIGEN.COM, INC.



                             By:
                                    ------------------------------------------
                                               Name:
                                               Title:


                                      1-ii
<PAGE>

                                     FORM OF

                              Election to Purchase
                              --------------------

      The undersigned  hereby  irrevocably  elects to exercise  _________ of the
Class A Warrants  evidenced  by the  attached  Warrant  Certificate  to purchase
Warrant Shares, and herewith tenders (or is concurrently  tendering) payment for
such Warrant Shares in an amount  determined in accordance with the terms of the
Warrant Agreement. The undersigned requests that a certificate representing such
Warrant  Shares be registered in the name  of_______________  , whose address is
__________________________   and  that  such   certificate   be   delivered   to
_______________________, whose address is _____________________ . If said number
of  Warrants  is less  than the  number of  Warrants  evidenced  by the  Warrant
Certificate (as calculated pursuant to the Warrant  Agreement),  the undersigned
requests  that a new  Warrant  Certificate  evidencing  the  number of  Warrants
evidenced by this Warrant Certificate that are not being exercised be registered
in    the    name    of     ________________________,     whose    address    is
________________________  and that such  Warrant  Certificate  be  delivered  to
_______________________, whose address is ___________________________.

                  Dated:                      ,
                          --------------------  -------------

                  Name of holder of Warrant Certificate:
                  -----------------------------------------------------

                  -----------------------------------------------------
                                  (Please Print)

                       Address:

                                 --------------------------------------

                  Federal Tax ID No.:
                                      ---------------------------------


                  Signature:
                            -------------------------------------------
                  Note:   The above  signature must  correspond  with the name
                          as written  in the first  sentence  of the  attached
                          Warrant  Certificate  in every  particular,  without
                          alteration or  enlargement  or any change  whatever,
                          and  if  the  certificate   evidencing  the  Warrant
                          Shares  or  any  Warrant  Certificate   representing
                          Warrants  not  exercised  is to be  registered  in a
                          name  other   than  that  in  which   this   Warrant
                          Certificate is registered,  the signature above must
                          be guaranteed.


Signature Guaranteed:
                      -------------------------------------
Dated:                           ,
        -------------------------  ----------------