Common use of Commitment Payments Clause in Contracts

Commitment Payments. On the last Business Day of each six (6) Calendar Month period following the Effective Date (each such period a "Commitment Evaluation Period"), if the Company has not Put at least $1,000,000 in aggregate Put Dollar Amount during that Commitment Evaluation Period, the Company, in consideration of Investor's commitment costs, including, but not limited to, due diligence expenses, shall pay to the Investor an amount (the "Semi-Annual Non-Usage Fee") equal to the difference of (i) $100,000, minus (ii) 10% of the aggregate Put Dollar Amount of the Put Shares put to Investor during that Commitment Evaluation Period. No Semi-Annual Non-Usage Fee shall be due if during such Commitment Evaluation Period the Company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowed by the Volume Limitations. In the event that the Company delivers a Termination Notice to the Investor or an Automatic Termination occurs, the Company shall pay to the Investor (the "Termination Fee") the greater of (i) the Semi-Annual Non-Usage Fee for the applicable Commitment Evaluation Period, or (ii) the difference of (x) $200,000, minus (y) 10% of the aggregate Put Dollar Amount of the Put Shares put to Investor during all Puts to date, and the Company shall not be required to pay the Semi-Annual Non-Usage Fee thereafter. No Termination Fee shall be due if following the Effective Date the company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowable by the Volume Limitations. Each Semi Annual Non-Usage Fee or Termination Fee is payable, in cash, within five (5) business days of the date it accrued. In addition to any other remedies the Company has hereunder, the Company shall not be required to deliver any payments to Investor under this subsection if at the time of delivery of the Termination Notice or when an Automatic Termination occurs, Put Dollar Amounts are more than five (5) business days past due and remain unpaid after written notice to the Investor that the Investor has not paid all Put Dollar Amounts that are then due.

Commitment Payments. In partial consideration hereof, following the execution of the Letter of Agreement dated on or about April 19, 1999 between the Company and the Investor, the Company issued and delivered to Investor or its designated assignees, warrants (the "Commitment Warrants") in the form attached hereto as Exhibit U, or such other form as agreed upon by the parties, to purchase 490,000 shares of Common Stock. The Commitment Warrants shall be exerciseable at a price (the "Commitment Warrant Exercise Price") which shall initially equal the average Closing Bid Price for the five (5) trading days immediately preceding April 19, 1999 ("Initial Exercise Price"), and shall have semi-annual reset provisions. Each Commitment Warrant shall be immediately exercisable at the Commitment Warrant Exercise Price, and shall have a term beginning on the date of issuance and ending on date that is five (5) years thereafter. The Warrant Shares shall be registered for resale pursuant to the Registration Rights Agreement. Concurrently with the issuance and delivery of the Commitment Warrant to the Investor, the Company shall deliver to the Investor a Commitment Warrant Opinion of Counsel (signed by the Companys independent counsel). On the last Business Day of each six (6) Calendar Month period following the Effective Date (each such period a "Commitment Evaluation Period"), if the Company has not Put at least $1,000,000 in aggregate Put Dollar Amount during that Commitment Evaluation Period, the Company, in consideration of Investor's Investors commitment costs, including, but not limited to, due diligence expenses, shall pay to the Investor an amount (the "Semi-Annual Non-Usage FeeFee ") equal to the difference of (i) $100,000, minus (ii) 10% of the aggregate Put Dollar Amount of the Put Shares put to Investor during that Commitment Evaluation Period. No Semi-Annual Non-Usage Fee shall be due if during such Commitment Evaluation Period the Company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowed by the Volume Limitations. In the event that the Company delivers a Termination Notice to the Investor or an Automatic Termination occurs, the Company shall pay to the Investor (the "Termination Fee") the greater of (i) the Semi-Annual Non-Usage Fee for the applicable Commitment Evaluation Period, or (ii) the difference of (x) $200,000, minus (y) 10% of the aggregate Put Dollar Amount of the Put Shares put to Investor during all Puts to date, and the Company shall not be required to pay the Semi-Annual Non-Usage Fee thereafter. No Termination Fee shall be due if following the Effective Date the company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowable by the Volume Limitations. Each Semi Annual Non-Usage Fee or Termination Fee is payable, in cash, payable within five (5) business days of the date it accrued, in cash or in registered, unlegended, freely tradable Common Stock of the Company. In addition Where such payment is made in shares of Common Stock, each share of Common Stock shall be valued at the lesser of (i) the average Closing Bid Price for the five (5) Business Days preceding the date that such Semi-Annual Non-Usage Fee is due, or (ii) the average Closing Bid Price for the five (5) Business Days preceding the date that such shares are delivered to any other remedies the Company has hereunder, the Investor. The Company shall not be required to deliver any payments to Investor under this subsection if at the time of delivery of the Termination Notice or when an Automatic Termination occurs, Put Dollar Amounts are more than five (5) business days past due and remain unpaid after written notice to the Investor that the until Investor has not paid all Put Dollar Amounts that are then due.

Commitment Payments. On the last Business Day of each six eighteen (618) Calendar Month month period following the Effective Date (each such period a "Commitment Evaluation Period"), if the Company Investor has not Put purchased at least $1,000,000 3,000,000 in aggregate Put Dollar Amount during that Commitment Evaluation Period, the Company, in consideration of Investor's commitment costs, including, but not limited to, due diligence expenses, shall pay to the Investor an amount (the "Semi-Annual Non-Usage FeeFee ") equal to the difference of (i) $100,000300,000, minus (ii) 10% of the aggregate Put Dollar Amount of the Put Shares put to purchased by the Investor during that Commitment Evaluation Period. No Semi-Annual Non-Usage Fee shall be due if during such Commitment Evaluation Period the Company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowed by the Volume Limitations. In the event that the Company delivers a Termination Notice to the Investor or an Automatic Termination occurs, the Company shall pay to the Investor (the "Termination Fee") the greater of (i) the Semi-Annual Non-Usage Fee for the applicable Commitment Evaluation Period, or (ii) the difference of (x) $200,000, minus (y) 10% of the aggregate Put Dollar Amount of the Put Shares put to purchased by the Investor during all Puts to date, and the Company shall not be required to pay the Semi-Annual Non-Usage Fee thereafter. No Termination Fee shall be due if following the Effective Date the company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowable by the Volume Limitations. Each Semi Annual Non-Usage Fee or Termination Fee is payable, in cashcash or Common Stock (in the manner described below), at the Company's option, within five (5) business days of the date it accrued. In addition to any other remedies If such payment is made Common Stock, the Company has hereundershall deliver to the Investor a number of shares of Common Stock equal to Z% of the amount of the Non-Usage Fee or Termination Fee that is then payable, divided by the lowest closing price of the Company's Common Stock for the five (5) Business Days immediately preceding the date of delivery of such shares to the Investor, where "Z" shall equal 100% if such payment is made in unrestricted and registered Common Stock that is eligible for immediate resale without restriction, and "Z" shall equal 125% if such payment is made in restricted and unregistered Common Stock. The Company shall not be required to deliver any payments to Investor under this subsection if at the time of delivery of the Termination Notice or when an Automatic Termination occurs, Put Dollar Amounts are more than five (5) business days past due and remain unpaid after written notice to the Investor that the until Investor has not paid all Put Dollar Amounts that are then due.

Commitment Payments. On the last Business Day of each six twelve (612) Calendar Month period following the Effective Date (each Date(each such period a "Commitment Evaluation Period"), if the Company has not Put sold at least $1,000,000 in aggregate Put Dollar Amount worth of Put Shares during that Commitment Evaluation Period, the Company, in consideration of Investor's ’s commitment costs, including, but not limited to, due diligence expenses, shall pay to the Investor an amount (the "Semi-Annual Non-Usage Fee") equal to the difference of (i) $100,000, minus (ii) 10% of the aggregate Put Dollar Amount of the Put Shares put to purchased by the Investor during that Commitment Evaluation Period. No Semi-Annual Non-Usage Fee shall be due if during such Commitment Evaluation Period the Company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowed by the Volume Limitations. In the event that the Company delivers a Termination Notice to the Investor or an Automatic Termination occurs, the Company shall pay to the Investor (the "Termination Fee") the greater of (i) the Semi-Annual Non-Usage Fee for the applicable Commitment Evaluation Period, or (ii) the difference of (x) $200,000100,000, minus (y) 10% of the aggregate Put Dollar Amount of the Put Shares put to purchased by the Investor during all Puts to date, and the Company shall not be required to pay the Semi-Annual Non-Usage Fee thereafter. No Termination Fee shall be due if following the Effective Date the company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowable by the Volume Limitations. Each Semi Annual Non-Usage Fee or Termination Fee is payable, in cashcash or Common Stock (in the manner described below), at the Company’s option, within five (5) business days of the date it accrued. In addition to any other remedies If such payment is made in restricted and unregistered Common Stock, the Company has hereundershall deliver to the Investor a number of shares of Common Stock equal to 150% of the amount of the Non-Usage Fee or Termination Fee that is then payable, divided by the lowest closing price of the Company’s Common Stock for the five (5) Business Days immediately preceding the date of delivery of such shares to the Investor. The Company shall not be required to deliver any payments to Investor under this subsection if at the time of delivery of the Termination Notice or when an Automatic Termination occurs, Put Dollar Amounts are more than five (5) business days past due and remain unpaid after written notice to the Investor that the until Investor has not paid all Put Dollar Amounts that are then due.

Commitment Payments. On the last Business Day of each six (6) month anniversary of the Investment Commitment Closing, if the Investor has not received at least an amount equal to the applicable Semi-Annual Commitment Fee, as set forth below, in aggregate Gross Discount Amounts for the preceding six (6) Calendar Month period following the Effective Date Months (each such period a "Commitment Evaluation Period"), if the Company has not Put at least $1,000,000 in aggregate Put Dollar Amount during that Commitment Evaluation Period, the Company, in consideration of Investor's commitment costs, including, but not limited to, due diligence expenses, shall pay to the Investor an amount (the "Semi-Annual Non-Usage FeeCommitment Shortfall") equal to the difference of (i) $100,000the applicable Semi-Annual Commitment Fee, as defined below, minus (ii) 10% the aggregate of the aggregate Put Dollar Amount of Gross Discount Amounts received by the Put Shares put to Investor during that Commitment Evaluation Period. No Semi-Annual Non-Usage Fee shall be due if during such Commitment Evaluation Period the Company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowed by the Volume Limitationspreceding six (6) Calendar Months. In the event that the Company delivers a Termination Notice to the Investor or an Automatic Termination occursInvestor, the Company shall pay to the Investor (the "Termination Fee") the greater of (i) the Semi-Annual Non-Usage Commitment Fee for the applicable Commitment Evaluation Period, less the Gross Discount Amount on amounts put to the Investor in that Commitment Evaluation Period, or (ii) the difference of (x) $200,000, minus (y) 10% the aggregate of the aggregate Put Dollar Amount of the Put Shares put to Investor during Gross Discount Amounts for all Puts to date, and the Company shall not be required to pay the Semi-Annual Non-Usage Fee Commitment Shortfall thereafter. No Termination For purposes hereof, the Semi-Annual Commitment Fee shall be due if following the Effective Date the company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowable by the Volume Limitations. Each Semi as follows: Commitment Evaluation Period Semi-Annual Non-Usage Commitment Fee or Termination Fee is payable, in cash, within five (5) business days of the date it accrued. In addition to any other remedies the Company has hereunder, the Company shall not be required to deliver any payments to Investor under this subsection if at the time of delivery of the Termination Notice or when an Automatic Termination occurs, Put Dollar Amounts are more than five (5) business days past due and remain unpaid after written notice to the Investor that the Investor has not paid all Put Dollar Amounts that are then due.---------------------------- --------------------------

Commitment Payments. On the last Business Day of each six (6) Calendar Month period following the Effective Date (each such period a "Commitment Evaluation Period"), if the Company has not Put sold at least $1,000,000 in aggregate Put Dollar Amount worth of Put Shares during that Commitment Evaluation Period, the Company, in consideration of Investor's commitment costs, including, but not limited to, due diligence expenses, shall pay to the Investor an amount (the "Semi-Annual Non-Usage Fee") equal to the difference of (i) $100,000, minus (ii) 10% of the aggregate Put Dollar Amount of the Put Shares put to purchased by the Investor during that Commitment Evaluation Period. No Semi-Annual Non-Usage Fee shall be due if during such Commitment Evaluation Period the Company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowed by the Volume Limitations. In the event that the Company delivers a Termination Notice to the Investor or an Automatic Termination occurs, the Company shall pay to the Investor (the "Termination Fee") the greater of (i) the Semi-Annual Non-Usage Fee for the applicable Commitment Evaluation Period, or (ii) the difference of (x) $200,000, minus (y) 10% of the aggregate Put Dollar Amount of the Put Shares put to purchased by the Investor during all Puts to date, and the Company shall not be required to pay the Semi-Annual Non-Usage Fee thereafter. No Termination Fee shall be due if following the Effective Date the company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowable by the Volume Limitations. Each Semi Annual Non-Usage Fee or Termination Fee is payable, in cashcash or Common Stock (in the manner described below), at the Company's option, within five (5) business days of the date it accrued. In addition to any other remedies If such payment is made in restricted and unregistered Common Stock, the Company has hereundershall deliver to the Investor a number of shares of Common Stock equal to 150% of the amount of the Non-Usage Fee or Termination Fee that is then payable, divided by the lowest closing price of the Company's Common Stock for the five (5) Business Days immediately preceding the date of delivery of such shares to the Investor. The Company shall not be required to deliver any payments to Investor under this subsection if at the time of delivery of the Termination Notice or when an Automatic Termination occurs, Put Dollar Amounts are more than five (5) business days past due and remain unpaid after written notice to the Investor that the until Investor has not paid all Put Dollar Amounts that are then due.

Commitment Payments. On the last Business Day of each six twelve (612) Calendar Month period following the Effective Date (each such period a "Commitment Evaluation Period"), if the Company has not Put sold at least $500,000 during the first such twelve month period and $1,000,000 thereafter, in aggregate Put Dollar Amount worth of Put Shares during that Commitment Evaluation Period, the Company, in consideration of Investor's commitment costs, including, but not limited to, due diligence expenses, shall pay to the Investor an amount (the "Semi-Annual Non-Usage Fee") equal to the difference of (i) $100,000, minus (ii) 10% of the aggregate Put Dollar Amount of the Put Shares put to purchased by the Investor during that Commitment Evaluation Period. No Semi-Annual Non-Usage Fee shall be due if during such Commitment Evaluation Period the Company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowed by the Volume Limitations. In the event that the Company delivers a Termination Notice to the Investor or an Automatic Termination occurs, the Company shall pay to the Investor (the "Termination Fee") the greater of (i) the Semi-Annual Non-Usage Fee for the applicable Commitment Evaluation Period, or (ii) the difference of (x) $200,000150,000, minus (y) 10% of the aggregate Put Dollar Amount of the Put Shares put to purchased by the Investor during all Puts to date, and the Company shall not be required to pay the Semi-Annual Non-Usage Fee thereafter. No Termination Fee shall be due if following the Effective Date the company has delivered to the Investor the maximum number of Put Notices allowable hereunder and each such Put is for the maximum number of shares allowable by the Volume Limitations. Each Semi Annual Non-Usage Fee or Termination Fee is payable, in cashcash or Common Stock (in the manner described below), at the Company's option, within five ten (510) business days of the date it accrued. In addition to any other remedies If such payment is made in restricted and unregistered Common Stock, the Company has hereundershall deliver to the Investor a number of shares of Common Stock equal to 125% of the amount of the Non-Usage Fee or Termination Fee that is then payable, divided by the lowest closing price of the Company's Common Stock for the five (5) Business Days immediately preceding the date of delivery of such shares to the Investor. The Company shall not be required to deliver any payments to Investor under this subsection if at the time of delivery of the Termination Notice or when an Automatic Termination occurs, Put Dollar Amounts are more than five (5) business days past due and remain unpaid after written notice to the Investor that the until Investor has not paid all Put Dollar Amounts that are then due.