Common use of Non-Funding Election Clause in Contracts

Non-Funding Election. In the event that the Common Stock shall trade on the Trading Market (as defined in the Debenture) at a price per share that is $0.25 per share or lower at any time during the six month period commencing on the date hereof and ending on the six month anniversary of the date hereof (as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations or the like), the Holder shall have the right, in the Holder’s sole and absolute discretion, during the time period commencing on the date hereof and ending on the six month anniversary of the date hereof, to terminate the right and obligation of the Holder to purchase any or all of the Additional Debentures through the delivery of written notice to the Company of such termination in the manner provided in Section XVII hereof. In the event that Holder so terminates Holder’s right and obligation to purchase any or all of the Additional Debentures under the terms of this Section I.G., the Holder shall have no obligation to pay any of the Non-Funding Penalty and shall have no further obligations or duties under this Agreement, the Debenture or any agreements or debentures entered into in connection with any of the Additional Debentures, if any, with respect to the purchase of any Additional Debenture or other duties to deliver any additional funds to the Company, provided however, that other than with respect to the removal of the requirement to purchase and enter into any Additional Debenture and pay any of the Non-Funding Penalty, the Company and the Holder shall remain obligated and bound by the remaining terms and conditions of this Agreement, the Debenture, the Promissory Note and any agreements or debentures previously entered into in connection with any Additional Debenture. ____________ ____________ Initials Initials

Non-Funding Election. In the event that the Common Stock shall trade on the Trading Market (as defined in the Debenture) at a price per share that is $0.25 0.049 per share or lower at any time during the six month period commencing on the date hereof and ending on the six month anniversary of the date hereof (as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations or the like), the Holder shall have the right, in the Holder’s sole and absolute discretion, during the time period commencing on the date hereof and ending on the six month anniversary of the date hereof, to terminate the right and obligation of the Holder to purchase any or all of the Additional Debentures through the delivery of written notice to the Company of such termination in the manner provided in Section XVII hereof. In the event that Holder so terminates Holder’s right and obligation to purchase any or all of the Additional Debentures under the terms of this Section I.G.I.H., the Holder shall have no obligation to pay any of the Non-Funding Penalty and shall have no further obligations or duties under this Agreement, the Debenture or any agreements or debentures entered into in connection with any of the Additional Debentures, if any, with respect to the purchase of any Additional Debenture or other duties to deliver any additional funds to the Company, provided however, that other than with respect to the removal of the requirement to purchase and enter into any Additional Debenture and pay any of the Non-Funding Penalty, the Company and the Holder shall remain obligated and bound by the remaining terms and conditions of this Agreement, the Debenture, the Promissory Note and any agreements or debentures previously entered into in connection with any Additional Debenture. ____________ ____________ Initials Initials.

Non-Funding Election. In the event that the Common Stock shall trade on the Trading Market (as defined in the Debenture) at a price per share that is $0.25 0.01 per share or lower at any time during the six month period commencing on the date hereof and ending on the six month anniversary of the date hereof (as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations or the like), the Holder shall have the right, in the Holder’s sole and absolute discretion, during the time period commencing on the date hereof and ending on the six month anniversary of the date hereof, to terminate the right and obligation of the Holder to purchase any or all of the Additional Debentures through the delivery of written notice to the Company of such termination in the manner provided in Section XVII hereof. In the event that Holder so terminates Holder’s right and obligation to purchase any or all of the Additional Debentures under the terms of this Section I.G.I.F., the Holder shall have no obligation to pay any of the Non-Funding Penalty and shall have no further obligations or duties under this Agreement, the Debenture or any agreements or debentures entered into in connection with any of the Additional Debentures, if any, with respect to the purchase of any Additional Debenture or other duties to deliver any additional funds to the Company, provided however, that other than with respect to the removal of the requirement to purchase and enter into any Additional Debenture and pay any of the Non-Funding Penalty, the Company and the Holder shall remain obligated and bound by the remaining terms and conditions of this Agreement, the Debenture, the Promissory Note and any agreements or debentures previously entered into in connection with any Additional Debenture. ____________ ____________ Initials Initials.

Non-Funding Election. In the event that (i) the Common Stock shall trade on the Trading Market (as defined in the Debenture) at a price per share that is $0.25 0.031 per share or lower at any time during the six month period commencing on the date hereof and ending on the six month anniversary of the date hereof (as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations or the like), (ii) the Company shall fail to become subject to the reporting requirements of and be current in all of its required public disclosures and reports under the Exchange Act prior to the date that is 90 days from the date of this Agreement, (iii) the Company shall fail to register its Common Stock under Section 12(g) of the Exchange Act and become subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act prior to the date that is 90 days from the date of this Agreement, or (iv) the Common Stock shall fail to trade on the OTC Bulletin Board service of the National Association of Securities Dealers, Inc. (“OTCBB”) at all times during the 90 days from the date of this Agreement, the Holder shall have the right, in the Holder’s sole and absolute discretion, during the time period commencing on the date hereof and ending on the six month anniversary of the date hereof, to terminate the right and obligation of the Holder to purchase any or all of the Additional Debentures Debenture through the delivery of written notice to the Company of such termination in the manner provided in Section XVII hereof. In the event that Holder so terminates Holder’s right and obligation to purchase any or all of the Additional Debentures Debenture under the terms of this Section I.G.I.E., the Holder shall have no obligation to pay any of the Non-Funding Penalty and shall have no further obligations or duties under this Agreement, the Debenture or any agreements or debentures entered into in connection with any of the Additional DebenturesDebenture, if any, with respect to the purchase of any the Additional Debenture or other duties to deliver any additional funds to the Company, provided however, that other than with respect to the removal of the requirement to purchase and enter into any the Additional Debenture and pay any of the Non-Funding Penalty, the Company and the Holder shall remain obligated and bound by the remaining terms and conditions of this Agreement, the Debenture, the Promissory Note and any agreements or debentures previously entered into in connection with any Additional the Debenture. ____________ ____________ Initials Initials

Non-Funding Election. In the event that the Common Stock shall trade on the Trading Market (as defined in the Debenture) at a price per share that is $0.25 0.049 per share or lower at any time during the six month period commencing on the date hereof and ending on the six month anniversary of the date hereof (as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations or the like), the Holder shall have the right, in the Holder’s sole and absolute discretion, during the time period commencing on the date hereof and ending on the six month anniversary of the date hereof, to terminate the right and obligation of the Holder to purchase any or all of the Additional Debentures through the delivery of written notice to the Company of such termination in the manner provided in Section XVII hereof. In the event that Holder so terminates Holder’s right and obligation to purchase any or all of the ___________ __________ Initials Initials Additional Debentures under the terms of this Section I.G.I.I., the Holder shall have no obligation to pay any of the Non-Funding Penalty and shall have no further obligations or duties under this Agreement, the Debenture or any agreements or debentures entered into in connection with any of the Additional Debentures, if any, with respect to the purchase of any Additional Debenture or other duties to deliver any additional funds to the Company, provided however, that other than with respect to the removal of the requirement to purchase and enter into any Additional Debenture and pay any of the Non-Funding Penalty, the Company and the Holder shall remain obligated and bound by the remaining terms and conditions of this Agreement, the Debenture, the Promissory Note and any agreements or debentures previously entered into in connection with any Additional Debenture. ____________ ____________ Initials Initials.

Non-Funding Election. In the event that the Common Stock shall trade on the Trading Market (as defined in the Debenture) at a price per share that is $0.25 0.029 per share or lower at any time during the six month period commencing on the date hereof and ending on the six month anniversary of the date hereof (as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations or the like), the Holder shall have the right, in the Holder’s 's sole and absolute discretion, during the time period commencing on the date hereof and ending on the six month anniversary of the date hereof, to terminate the right and obligation of the Holder to purchase any or all of the Additional Debentures through the delivery of written notice to the Company of such termination in the manner provided in Section XVII hereof. In the event that Holder so terminates Holder’s 's right and obligation to purchase any or all of the Additional Debentures under the terms of this Section I.G.I.F., the Holder shall have no obligation to pay any of the Non-Funding Penalty and shall have no further obligations or duties under this Agreement, the Debenture or any agreements or debentures entered into in connection with any of the Additional Debentures, if any, with respect to the purchase of any Additional Debenture or other duties to deliver any additional funds to the Company, provided however, that other than with respect to the removal of the requirement to purchase and enter into any Additional Debenture and pay any of the Non-Funding Penalty, the Company and the Holder shall remain obligated and bound by the remaining terms and conditions of this Agreement, the Debenture, the Promissory Note and any agreements or debentures previously entered into in connection with any Additional Debenture. ____________ ____________ Initials Initials.

Non-Funding Election. In the event that the Common Stock shall trade on the Trading Market (as defined in the Debenture) at a price per share that is $0.25 0.056 per share or lower at any time during the six month period commencing on the date hereof and ending on the six month anniversary of the date hereof (as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations or the like), for a period of ten consecutive Trading Days, the Holder shall have the right, in the Holder’s sole and absolute discretion, during the time period commencing on the date hereof and ending on the six month anniversary of the date hereof, to terminate the right and obligation of the Holder to purchase any or all of the Additional Debentures through the delivery of written notice to the Company Holder of such termination in the manner provided in Section XVII hereof. In the event that Holder so terminates Holder’s right and obligation to purchase any or of all of the Additional Debentures under the terms of this Section I.G.I.H., the Holder shall have no obligation to pay any of the Non-Funding Penalty and shall have no further obligations or duties under this Agreement, the Debenture or any agreements or debentures entered into in connection with any of the Additional Debentures, if any, with respect to the purchase of any Additional Debenture or other duties to deliver any additional funds to the Company, provided however, that other than with respect to the removal of the requirement to purchase and enter into any Additional Debenture and pay any of the Non-Funding Penalty, the Company and the Holder shall remain obligated and bound by the remaining terms and conditions of this Agreement, the Debenture, the Promissory Note and any agreements or debentures previously entered into in connection with any Additional Debenture. ____________ ____________ Initials Initials