Common use of Fourth Debenture Clause in Contracts

Fourth Debenture. Provided that no Event of Default (as defined in the Debenture) has occurred under the Debenture (provided that Holder may, in its sole and absolute discretion waive the occurrence of such Event of Default with respect to this Section), Holder shall, in Holder’s sole and absolute discretion, select a date during the Fourth Debenture Period (as defined below) (with such date as selected by Holder referred to herein as the “Fourth Debenture Date”) at which the Company shall sell and the Holder shall purchase a debenture in the principal amount of $1,500,000 in exchange for a purchase price of $1,500,000 (the “Fourth Debenture”), with such purchase price paid via a cash payment of $250,000 and the issuance of a promissory note in the principal amount of $1,250,000 (the “Fourth Promissory Note”), with the form of and terms of the Fourth Debenture and the Fourth Promissory Note and payment of the purchase price subject to the same terms and conditions of this Agreement, the Debenture and the Promissory Note, as applicable, and when the Fourth Debenture is issued, the term “Debenture” as used in this Agreement shall be deemed to include the Fourth Debenture in all respects and when the Fourth Promissory Note is issued, the term “Promissory Note” as used in this Agreement shall be deemed to include the Fourth Promissory Note in all respects. The closing of the purchase and sale of the Fourth Debenture and the issuance of the Fourth Promissory Note shall occur within thirty days of the Fourth Debenture Date. For the purposes of this Agreement, the “Fourth Debenture Period” shall mean the period that commences on the date of the issuance of the Third Debenture to Holder and terminates upon the date that the remaining Principal Amount of the Third Debenture is equal to an amount not greater than $250,000. TWH JAN Initials Initials

Fourth Debenture. Provided that no Event of Default (as defined in the Debenture) has occurred under the Debenture (provided that Holder may, in its sole and absolute discretion waive the occurrence of such Event of Default with respect to this Section), Holder shall, in Holder’s sole and absolute discretion, select a date during the Fourth Debenture Period (as defined below) (with such date as selected by Holder referred to herein as the “Fourth Debenture Date”) at which the Company shall sell and the Holder shall purchase a debenture in the principal amount of $1,500,000 in exchange for a purchase price of $1,500,000 (the “Fourth Debenture”), with such purchase price paid via a cash payment of $250,000 200,000 and the issuance of a promissory note in the principal amount of $1,250,000 1,300,000 (the “Fourth Promissory Note”), with the form of and terms of the Fourth Debenture and the Fourth Promissory Note and payment of the purchase price subject to the same terms and conditions of this Agreement, the Debenture and the Promissory Note, as applicable, and when the Fourth Debenture is issued, the term “Debenture” as used in this Agreement shall be deemed to include the Fourth Debenture in all respects and when the Fourth Promissory Note is issued, the term “Promissory Note” as used in this Agreement shall be deemed to include the Fourth Promissory Note in all respects. The closing of the purchase and sale of the Fourth Debenture and the issuance of the Fourth Promissory Note shall occur within thirty days of the Fourth Debenture Date. For the purposes of this Agreement, the “Fourth Debenture Period” shall mean the period that commences on the date of the issuance of the Third Debenture to Holder and terminates upon the date that the remaining Principal Amount of the Third Debenture is equal to an amount not greater than $250,000. TWH JAN Initials Initials.

Fourth Debenture. Provided that no Event of Default (as defined in the Debenture) has occurred under the Debenture (provided that Holder may, in its sole and absolute discretion waive the occurrence of such Event of Default with respect to this Section), Holder shall, in Holder’s sole and absolute discretion, select a date during the Fourth Debenture Period (as defined below) (with such date as selected by Holder referred to herein as the “Fourth Debenture Date”) at which the Company shall sell and the Holder shall purchase a debenture in the principal amount of $1,500,000 in exchange for a purchase price of $1,500,000 (the “Fourth Debenture”), with such purchase price paid via a cash payment of $250,000 400,000 and the issuance of a promissory note in the principal amount of $1,250,000 1,100,000 (the “Fourth Promissory Note”), with the form of and terms of the Fourth Debenture and the Fourth Promissory Note and payment of the purchase price subject to the same terms and conditions of this Agreement, the Debenture and the Promissory Note, as applicable, entered into in connection with this Agreement and the Debenture, and when the Fourth Debenture is issued, the term “Debenture” as used in this Agreement shall be deemed to include the Fourth Debenture in all respects and when the Fourth Promissory Note is issued, the term “Promissory Note” as used in this Agreement shall be deemed to include the Fourth Promissory Note in all respects. The closing of the purchase and sale of the Fourth Debenture and the issuance of the Fourth Promissory Note shall occur within thirty days of the Fourth Debenture Date. For the purposes of this Agreement, the “Fourth Debenture Period” shall mean the period that commences on the date of the issuance of the Third Second Debenture to Holder and terminates upon the date that the remaining Principal Amount of the Third Second Debenture is equal to an amount not greater than $250,000. TWH JAN ____________ ____________ Initials Initials

Fourth Debenture. Provided that no Event of Default (as defined in the Debenture) has occurred under the Debenture (provided that Holder may, in its sole and absolute discretion waive the occurrence of such Event of Default with respect to this Section), Holder shall, in Holder’s sole and absolute discretion, shall select a date during the Fourth Debenture Period (as defined below) (with such date as selected by Holder referred to herein as the “"Fourth Debenture Date”") at which the Company shall sell and the Holder shall purchase a debenture in the principal amount of $1,500,000 in exchange for a purchase price of $1,500,000 (the “"Fourth Debenture”"), with such purchase price paid via a cash payment of $250,000 200,000 and the issuance of a promissory note in the principal amount of $1,250,000 1,300,000 (the “"Fourth Promissory Note”"), with the form of and terms of the Fourth Debenture and the Fourth Promissory Note and payment of the purchase price subject to the same terms and conditions of this Agreement, the Debenture and the Promissory Note, as applicable, and when the Fourth Debenture is issued, the term “"Debenture” " as used in this Agreement shall be deemed to include the Fourth Debenture in all respects and when the Fourth Promissory Note is issued, the term “"Promissory Note” " as used in this Agreement shall be deemed to include the Fourth Promissory Note in all respects. The closing of the purchase and sale of the Fourth Debenture and the issuance of the Fourth Promissory Note shall occur within thirty upon the earlier of (i) ten (10) days from the termination of the Fourth Debenture DatePeriod, or (ii) the funding of the Fourth Debenture by Holder. The exact date during the Fourth Debenture Period that shall be the Fourth Debenture Date shall be selected by Holder in Holder's sole and absolute discretion. For the purposes of this Agreement, the “"Fourth Debenture Period” " shall mean the period that commences on the date of the issuance of the Third Debenture to Holder and terminates upon the date that the remaining Principal Amount of the Third Debenture is equal to an amount not greater than $250,000. TWH JAN Initials Initials500,000.

Fourth Debenture. Provided that no Event of Default (as defined in the Debenture) has occurred under the Debenture (provided that Holder may, in its sole and absolute discretion waive the occurrence of such Event of Default with respect to this Section), Holder shall, in Holder’s sole and absolute discretion, select a date during the Fourth Debenture Period (as defined below) (with such date as selected by Holder referred to herein as the “Fourth Debenture Date”) at which the Company shall sell and the Holder shall purchase a debenture in the principal amount of $1,500,000 in exchange for a purchase price of $1,500,000 (the “Fourth Debenture”), with such purchase price paid via a cash payment of $250,000 200,000 and the issuance of a promissory note in the principal amount of $1,250,000 1,300,000 (the “Fourth Promissory Note”), with the form of and terms of the Fourth Debenture and the Fourth Promissory Note and payment of the purchase price subject to the same terms and conditions of this Agreement, the Debenture and Debentureand the Promissory Note, as applicable, including the issuance of a Stock Pledge Agreement in the same form as the Stock Pledge Agreement (as defined herein) executed in connection with the execution of the this Agreement, and when the Fourth Debenture is issued, the term “Debenture” as used in this Agreement shall be deemed to include the Fourth Debenture in all respects and when the Fourth Promissory Note is issued, the term “Promissory Note” as used in this Agreement shall be deemed to include the Fourth Promissory Note in all respects. The closing of the purchase and sale of the Fourth Debenture and the issuance of the Fourth Promissory Note shall occur within upon the earlier of (i) thirty days from the Fourth Debenture Date, or (ii) the funding of the Fourth Debenture Dateby Holder. For the purposes of this Agreement, the “Fourth Debenture Period” shall mean the period that commences on the date of the issuance of the Third Debenture to Holder and terminates upon the date that the remaining Principal Amount of the Third Debenture is equal to an amount not greater than $250,000. TWH JAN Initials Initials.

Fourth Debenture. Provided that no Event of Default (as defined in the Debenture) has occurred under the Debenture (provided that Holder may, in its sole and absolute discretion waive the occurrence of such Event of Default with respect to this Section), Holder shall, in Holder’s sole and absolute discretion, select a date during the Fourth Debenture Period (as defined below) (with such date as selected by Holder referred to herein as the “Fourth Debenture Date”) at which the Company shall sell and the Holder shall purchase a debenture in the principal amount of $1,500,000 in exchange for a purchase price of $1,500,000 (the “Fourth Debenture”), with such purchase price paid via a cash payment of $250,000 and the issuance of a promissory note in the principal amount of $1,250,000 (the “Fourth Promissory Note”), with the form of and terms of the Fourth Debenture and the Fourth Promissory Note and payment of the purchase price subject to the same terms and conditions of this Agreement, the Debenture and the Promissory Note, as applicable, including the entry into a Stock Pledge Agreement on the same terms as set forth in the Stock Pledge Agreement (as defined herein) entered into in connection with this Agreement and the Debenture, and when the Fourth Debenture is issued, the term “Debenture” as used in this Agreement shall be deemed to include the Fourth Debenture in all respects and when the Fourth Promissory Note is issued, the term “Promissory Note” as used in this Agreement shall be deemed to include the Fourth Promissory Note in all respects. The closing of the purchase and sale of the Fourth Debenture and the issuance of the Fourth Promissory Note shall occur within thirty days of the Fourth Debenture Date. For the purposes of this Agreement, the “Fourth Debenture Period” shall mean the period that commences on the date of the issuance of the Third Debenture to Holder and terminates upon the date that the remaining Principal Amount of the Third Debenture is equal to an amount not greater than $250,000. TWH JAN ____________ ____________ Initials Initials