Common use of Authorization and Reservation Requirements Clause in Contracts

Authorization and Reservation Requirements. The Company represents that it has at least 1,500,000,000 authorized shares of Common Stock and covenants that it will initially reserve (the “Initial Share Reservation”) from its authorized and unissued Common Stock a number of shares of Common Stock equal to at least 150% of the Original Principal Amount of the Debentures, divided by the Conversion Price in effect on the date of the Initial Share Reservation, free from preemptive rights, to provide for the issuance of Common Stock upon the conversion of the Debentures (the “Initial Share Reservation Requirement”). The Company further covenants that, beginning on the date hereof, and continuing throughout the period that any Debentures remain outstanding, the Company shall at all times have authorized, and reserved (together with the Initial Share Reservation Requirement, collectively referred to as the “Ongoing Share Reservation Requirement”) for the purpose of issuance, a sufficient number of shares of Common Stock to provide for the full conversion or exercise of the outstanding portion of the Debentures and issuance of the Conversion Shares in connection therewith (based on the Conversion Price (as defined in the Debentures) in effect from time to time). The Company shall not reduce the number of shares of Common Stock reserved for issuance upon conversion of or otherwise pursuant to the Debentures without the consent of the Buyers. The Company shall at all times maintain the number of shares of Common Stock so reserved for issuance at no less than 100% of the number that is then actually issuable upon full conversion of the Debentures (based on the Conversion Price (as defined in the Debentures) in effect from time to time) (without regard to any limitations on the number of shares issuable upon the Conversion of the Debentures).

Authorization and Reservation Requirements. The Company represents that it has at least 1,500,000,000 200,000,000 authorized shares of Common Stock and covenants that it will initially reserve (the “Initial Share Reservation”) from its authorized and unissued Common Stock a number of shares of Common Stock equal to at least 150% of the Original Principal Amount of the DebenturesGrid Notes, divided by the Conversion Price in effect on the date of the Initial Share Reservation, free from preemptive rights, to provide for the issuance of Common Stock upon the conversion of the Debentures (the “Initial Share Reservation Requirement”)Grid Notes. The Company further covenants that, beginning on the date hereof, and continuing throughout the period that any Debentures Grid Notes remain outstanding, the Company shall at all times have authorized, and reserved (together with the Initial Share Reservation Requirement, collectively referred to as the “Ongoing Share Reservation Requirement”) for the purpose of issuance, a sufficient number of shares of Common Stock to provide for the full conversion or exercise of the outstanding portion of the Debentures Grid Notes and issuance of the Conversion Shares in connection therewith (based on the Conversion Price (as defined in the DebenturesGrid Notes) in effect from time to time). The Company shall not reduce the number of shares of Common Stock reserved for issuance upon conversion of or otherwise pursuant to the Debentures Grid Notes without the consent of the BuyersBuyer. The Company shall at all times maintain the number of shares of Common Stock so reserved for issuance at no less than 100% of the number that is then actually issuable upon full conversion of the Debentures Grid Notes (based on the Conversion Price (as defined in the DebenturesGrid Notes) in effect from time to time) (without regard to any limitations on the number of shares issuable upon the Conversion of the DebenturesGrid Notes).

Authorization and Reservation Requirements. The Company represents that it has at least 1,500,000,000 25,000,000 authorized shares of Common Stock and covenants that it will initially reserve (the “Initial Share ReservationINITIAL SHARE RESERVATION”) from its authorized and unissued Common Stock a number of shares of Common Stock equal to at least 150% of one and one-half (1.5) times the Original Principal Amount of the DebenturesDebenture, divided by the Conversion Price in effect on the date of the Initial Share Reservation, free from preemptive rights, to provide for the issuance of Common Stock upon the conversion of the Debentures (Debenture and shall initially reserve an additional number of shares equal to the “Initial Share Reservation Requirement”)Warrant Amount, free from preemptive rights, to provide for the issuance of Common Stock upon the exercise of the Warrants. The Company further covenants that, beginning on the date hereof, and continuing throughout the period that any Debentures remain outstandingthe conversion right exists, the Company shall at all times have authorized, and reserved (together with the Initial Share Reservation Requirement, collectively referred to as the “Ongoing Share Reservation RequirementONGOING SHARE RESERVATION REQUIREMENT”) for the purpose of issuance, a sufficient number of shares of Common Stock to provide for the full conversion or exercise of the outstanding portion of the Debentures Debenture and Warrants and issuance of the Conversion Shares and Warrant Shares in connection therewith (based on the Conversion Price (as defined in the DebenturesDebenture) in effect from time to time and the Exercise Price of the Warrants in effect from time to time). The Company shall not reduce the number of shares of Common Stock reserved for issuance upon conversion of or otherwise pursuant to the Debentures Debenture and exercise of or otherwise pursuant to the Warrants without the consent of the BuyersBuyer. The Company shall use its best efforts at all times to maintain the number of shares of Common Stock so reserved for issuance at no less than 100% of the number that is then actually issuable upon full conversion of the Debentures Debenture (based on the Conversion Price (as defined in the DebenturesDebenture) in effect from time to time) and full exercise of the Warrants (without regard to any limitations based on the number of shares issuable upon the Conversion Exercise Price of the DebenturesWarrants in effect from time to time).

Authorization and Reservation Requirements. The Company represents that it has at least 1,500,000,000 50,000,000 authorized shares of Common Stock and covenants that it will initially reserve (the “Initial Share ReservationINITIAL SHARE RESERVATION”) from its authorized and unissued Common Stock a number of shares of Common Stock equal to at least 150% of one times the Original Principal Amount of the DebenturesDebenture, divided by the Conversion Price in effect on the date of the Initial Share Reservation, free from preemptive rights, to provide for the issuance of Common Stock upon the conversion of the Debentures (Debenture and shall initially reserve an additional number of shares equal to the “Initial Share Reservation Requirement”)Warrant Amount, free from preemptive rights, to provide for the issuance of Common Stock upon the exercise of the Warrants. The Company further covenants that, beginning on the date hereof, and continuing throughout the period that any Debentures remain outstandingthe conversion right exists, the Company shall at all times have ex101form8k042007.htm authorized, and reserved (together with the Initial Share Reservation Requirement, collectively referred to as the “Ongoing Share Reservation RequirementONGOING SHARE RESERVATION REQUIREMENT”) for the purpose of issuance, a sufficient number of shares of Common Stock to provide for the full conversion or exercise of the outstanding portion of the Debentures Debenture and Warrants and issuance of the Conversion Shares and Warrant Shares in connection therewith (based on the Conversion Price (as defined in the DebenturesDebenture) in effect from time to time and the Exercise Price of the Warrants in effect from time to time). The Company shall not reduce the number of shares of Common Stock reserved for issuance upon conversion of or otherwise pursuant to the Debentures Debenture and exercise of or otherwise pursuant to the Warrants without the consent of the BuyersBuyer. The Company shall use its best efforts at all times to maintain the number of shares of Common Stock so reserved for issuance at no less than 100% of the number that is then actually issuable upon full conversion of the Debentures Debenture (based on the Conversion Price (as defined in the DebenturesDebenture) in effect from time to time) and full exercise of the Warrants (without regard to any limitations based on the number of shares issuable upon the Conversion Exercise Price of the DebenturesWarrants in effect from time to time).

Authorization and Reservation Requirements. The Company represents that it has at least 1,500,000,000 100,000,000 authorized shares of Common Stock and covenants that it will initially reserve (the “Initial Share ReservationINITIAL SHARE RESERVATION”) from its authorized and unissued Common Stock a number of shares of Common Stock equal to at least 150% one and one-half (1.5) times the aggregate Stated Value of the Original Principal Amount of the DebenturesPreferred Stock, divided by the Conversion Price in effect on the date of the Initial Share Reservation, free from preemptive rights, to provide for the issuance of Common Stock upon the conversion of the Debentures (Preferred Stock and shall initially reserve an additional number of shares equal to the “Initial Share Reservation Requirement”)Warrant Amount, free from preemptive rights, to provide for the issuance of Common Stock upon the exercise of the Warrants. The Company further covenants that, beginning on the date hereof, and continuing throughout the period that any Debentures remain outstandingthe conversion right exists, the Company shall at all times have authorized, and reserved (together with the Initial Share Reservation Requirement, collectively referred to as the “Ongoing Share Reservation RequirementONGOING SHARE RESERVATION REQUIREMENT”) for the purpose of issuance, a sufficient number of shares of Common Stock to provide for the full conversion or exercise of the outstanding portion of the Debentures Preferred Stock and Warrants and issuance of the Conversion Shares and Warrant Shares in connection therewith (based on the Conversion Price (as defined in the DebenturesCertificate of Designation) in effect from time to time and the Exercise Price of the Warrants in effect from time to time). The Company shall not reduce the number of shares of Common Stock reserved for issuance upon conversion of or otherwise pursuant to the Debentures Certificate of Designation and exercise of or otherwise pursuant to the Warrants without the consent of the Buyers. The Company shall at all times maintain the number of shares of Common Stock so reserved for issuance at no less than 100% of the number that is then actually issuable upon full conversion of the Debentures Preferred Stock (based on the Conversion Price (as defined in the DebenturesCertificate of Designation) in effect from time to time) and full exercise of the Warrants (without regard to any limitations based on the number of shares issuable upon the Conversion Exercise Price of the DebenturesWarrants in effect from time to time).

Authorization and Reservation Requirements. The Company represents that it has at least 1,500,000,000 100,000,000 authorized shares of Common Stock and covenants that it will initially reserve (the “Initial Share Reservation”) from its authorized and unissued Common Stock a number of shares of Common Stock equal to at least 150% of the Original Principal Amount of the Debentures, divided by the Conversion Price in effect on the date of the Initial Share Reservation, free from preemptive rights, to provide for the issuance of Common Stock upon the conversion of the Debentures and shall initially reserve an additional number of shares equal to 125% of the Warrant Amount, free from preemptive rights, to provide for the issuance of Common Stock upon the exercise of the Warrants (the “Initial Share Reservation Requirement”). The Company further covenants that, beginning on the date hereof, and continuing throughout the period that any Debentures or Warrants remain outstanding, the Company shall at all times have authorized, and reserved (together with the Initial Share Reservation Requirement, collectively referred to as the “Ongoing Share Reservation Requirement”) for the purpose of issuance, a sufficient number of shares of Common Stock to provide for the full conversion or exercise of the outstanding portion of the Debentures and Warrants and issuance of the Conversion Shares and Warrant Shares in connection therewith (based on the Conversion Price (as defined in the Debentures) in effect from time to time and the Exercise Price of the Warrants (as defined in the Warrants) in effect from time to time). The Company shall not reduce the number of shares of Common Stock reserved for issuance upon conversion of or otherwise pursuant to the Debentures and exercise of or otherwise pursuant to the Warrants without the consent of the Buyers. The Company shall at all times maintain the number of shares of Common Stock so reserved for issuance at no less than 100150% of the number that is then actually issuable upon full conversion of the Debentures (based on the Conversion Price (as defined in the Debentures) in effect from time to time) and 125% of the number that is then actually issuable upon full exercise of the Warrants (without based on the Exercise Price of the Warrants in effect from time to time)(without regard to any limitations on the number of shares issuable upon the Conversion of the DebenturesDebentures or the Exercise of the Warrants).