Common use of Optional Prepayments in Common Stock Clause in Contracts

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "Prepayment Call Notice") requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with Section 2.3 and 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "Prepayment Call Date"). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten (10) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal Market). If the price of the Common Stock falls below 115% of the then applicable Fixed Conversion Price during the ten (10) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal Market) for each day that the Common Stock has exceeded 115% of the then applicable Fixed Conversion Price. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 10-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if the average closing price VWAP of the Common Stock on the Principal Market is greater than 115150% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "“Prepayment Call Notice"”) requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with Section 2.3 and 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "“Prepayment Call Date"”). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. Notice On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's ’s right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten (10) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115150% of the then applicable Fixed Conversion Price during the ten (10) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115150% of the then applicable Fixed Conversion PriceVWAP. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 2.5 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "Prepayment Call Notice") requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with Section 2.3 and 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "Prepayment Call Date"). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. Notice On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten (10) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115% of the then applicable Fixed Conversion Price during the ten (10) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115% of the then applicable Fixed Conversion Price. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 2.4 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "Prepayment Call NoticePREPAYMENT CALL NOTICE") requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with Section 2.3 and 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "Prepayment Call DatePREPAYMENT CALL DATE"). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. Notice On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten (10) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115% of the then applicable Fixed Conversion Price during the ten (10) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115% of the then applicable Fixed Conversion Price. Notwithstanding anything contained herein, in no event shall the sum of (i) number of shares of Common Stock and Registered Common Stock issuable further to Articles II and III hereof plus (ii) the number of shares of Common Stock underlying warrants issued by the Borrower to the Holder (the "Warrant Shares") exceed 19.99% of the Common Stock of the Borrower outstanding on the date hereof. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if In the average event that the closing price of the Common Stock on the Principal Market is greater than 115% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "Prepayment Call NoticeCALL NOTICE") requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under principal of this Note (subject to compliance with Section 2.3 and 3.23.2 if payment is less than all of the principal and interest then due), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "Prepayment Call DateCALL DATE"). The Prepayment Call Date shall be at least ten eleven (1011) trading days following the date of the Prepayment Call Notice. On Provided that: (i) on the Prepayment Call DateDate there has been filed with the Securities and Exchange Commission and declared effective a current registration statement covering the shares of Common Stock which are to be issued pursuant to the Call Notice, and then on the Call Date the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaidretired. Notwithstanding the foregoing, the Borrower's right to issue shares of Common Stock in satisfaction payment of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten eleven (1011) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115% of the then applicable Fixed Conversion Price during the ten eleven (1011) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115% of the then applicable Fixed Conversion Price. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 2.4 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if In the event that the average closing price of the Common Stock on the Principal Market is greater than 115% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "Prepayment “Call Notice"”) requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under principal of this Note (subject to compliance with Section 2.3 and 3.23.2 if payment is less than all of the principal and interest then due), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "Prepayment “Call Date"”). The Prepayment Call Date shall be at least ten eleven (1011) trading days following the date of the Prepayment Call Notice. On Provided that: (i) on the Prepayment Call DateDate there has been filed with the Securities and Exchange Commission and declared effective a current registration statement covering the shares of Common Stock which are to be issued pursuant to the Call Notice, and then on the Call Date the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaidretired. Notwithstanding the foregoing, the Borrower's ’s right to issue shares of Common Stock in satisfaction payment of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten eleven (1011) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115% of the then applicable Fixed Conversion Price during the ten eleven (1011) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal Market) for each day that the Common Stock has exceeded 115% of the then applicable Fixed Conversion Price. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 10-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.equal

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if In the average event that the closing price of the Common Stock on the Principal Market is greater than 115% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "Prepayment Call Notice") requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under principal of this Note (subject to compliance with Section 2.3 and 3.23.2 if payment is less than all of the principal and interest then due), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "Prepayment Call Date"). The Prepayment Call Date shall be at least ten eleven (1011) trading days following the date of the Prepayment Call Notice. On Provided that: (i) on the Prepayment Call DateDate there has been filed with the Securities and Exchange Commission and declared effective a current registration statement covering the shares of Common Stock which are to be issued pursuant to the Call Notice, and then on the Call Date the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaidretired. Notwithstanding the foregoing, the Borrower's right to issue shares of Common Stock in satisfaction payment of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten eleven (1011) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115% of the then applicable Fixed Conversion Price during the ten eleven (1011) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115% of the then applicable Fixed Conversion Price. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 2.4 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115110% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "Prepayment Call Notice") requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with Section 2.3 and 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "Prepayment Call Date"). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten (10) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115110% of the then applicable Fixed Conversion Price during the ten (10) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115110% of the then applicable Fixed Conversion Price. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section Sections 2.2 and 3.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115110% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower Company may, at its sole option, provide the Holder written notice (a "“Stock Prepayment Call Notice"”) requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with this Section 2.3 and Section 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Stock Prepayment Call Notice (the "“Stock Prepayment Call Date"”). The Stock Prepayment Call Date shall be at least ten seven (107) trading days following the date of the Stock Prepayment Call Notice. On the Stock Prepayment Call Date, the Borrower Company shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's Company’s right to issue shares of Common Stock in satisfaction of its the Company’ obligations under this Note shall be subject to the limitation that the number market price of shares of the Common Stock issued in connection with any Stock Prepayment Call Notice shall not exceed 25% the Fixed Conversion Price as of the aggregate dollar trading volume of the Common Stock Prepayment Date and for the ten seven (107) trading days immediately preceding the Stock Prepayment Call Date (as such volume is reported by the Principal Market)Date. If the price of the Common Stock falls below 115110% of the then applicable Fixed Conversion Price as of, or during the ten seven (107) trading day period immediately preceding the Stock Prepayment Call Date, then the Holder will then Stock Prepayment Notice shall be null and void and no conversion shall be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal Market) for each day that the Common Stock has exceeded 115% of the then applicable Fixed Conversion Pricehereunder. The Borrower Company shall not be permitted to give the Holder more than one Stock Prepayment Call Notice under this Note during any 1022-day trading day period, and the amount of principal to be converted under each such Stock Prepayment Notice pursuant to this Section 2.3 shall not exceed the amount of Two Million Five Hundred Thousand and 00/100ths Dollars ($2,500,000.00). Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to the principal portion of the Monthly Amounts for the remaining Repayment Amortization Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 2.4 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115117% of the Fixed Conversion Price for a period of at least five ten (510) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "“Prepayment Call Notice"”) requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with Section 2.3 and 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "“Prepayment Call Date"”). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's ’s right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% thirty percent (30%) of the aggregate dollar trading volume of the Common Stock for the ten twenty-two (1022) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115117% of the then applicable Fixed Conversion Price during the ten (10) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five thirty percent (2530%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115117% of the then applicable Fixed Conversion Price. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115120% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "Prepayment Call Notice") requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with Section 2.3 and 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "Prepayment Call Date"). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. Notice On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten (10) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115120% of the then applicable Fixed Conversion Price during the ten (10) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115120% of the then applicable Fixed Conversion Price. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section Sections 2.2 and 3.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115110% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower Company may, at its sole option, provide the Holder written notice (a "“Stock Prepayment Call Notice"”) requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with this Section 2.3 and Section 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Stock Prepayment Call Notice (the "“Stock Prepayment Call Date"”). The Stock Prepayment Call Date shall be at least ten seven (107) trading days following the date of the Stock Prepayment Call Notice. On the Stock Prepayment Call Date, the Borrower Company shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's Company’s right to issue shares of Common Stock in satisfaction of its the Company’ obligations under this Note shall be subject to the limitation that the number market price of shares of the Common Stock issued in connection with any Stock Prepayment Call Notice shall not exceed 25% the Fixed Conversion Price as of the aggregate dollar trading volume of the Common Stock Prepayment Date and for the ten seven (107) trading days immediately preceding the Stock Prepayment Call Date (as such volume is reported by the Principal Market)Date. If the price of the Common Stock falls below 115110% of the then applicable Fixed Conversion Price as of, or during the ten seven (107) trading day period immediately preceding the Stock Prepayment Call Date, then the Holder will then Stock Prepayment Notice shall be null and void and no conversion shall be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal Market) for each day that the Common Stock has exceeded 115% of the then applicable Fixed Conversion Pricehereunder. The Borrower Company shall not be permitted to give the Holder more than one Stock Prepayment Call Notice under this Note during any 1022-day trading day period, and the amount of principal to be converted under each such Stock Prepayment Notice pursuant to this Section 2.3 shall not exceed the amount of One Million Two Hundred Fifty Thousand and 00/100ths Dollars ($1,250,000.00). Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to the principal portion of the Monthly Amounts for the remaining Repayment Amortization Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "“Prepayment Call Notice"”) requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with Section 2.3 and 3.2), together with accrued and unpaid interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "“Prepayment Call Date"”). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's ’s right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten (10) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the closing sales price of the Common Stock on the Principal Market falls below 115% of the then applicable Fixed Conversion Price during the ten (10) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the closing price of the Common Stock has exceeded 115% of the then applicable Fixed Conversion Price. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 2.4 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if In the event that the average closing price of the Common Stock on the Principal Market is greater than 115% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "Prepayment “Call Notice"”) requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under principal of this Note (subject to compliance with Section 2.3 3.2 if payment is less than all of the principal and 3.2interest then due), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "Prepayment “Call Date"”). The Prepayment Call Date shall be at least ten eleven (1011) trading days following the date of the Prepayment Call Notice. On Provided that; (i) on the Prepayment Call DateDate there has been filed with the Securities and Exchange Commission and declared effective a current registration statement covering the shares of Common Stock which are to be issued pursuant to the Call Notice, then on the Call Date the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaidretired. Notwithstanding the foregoing, the Borrower's ’s right to issue shares of Common Stock in satisfaction payment of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten eleven (1011) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal Market). Bloomberg, L.P. If the price of the Common Stock falls below 115% of the then applicable Fixed Conversion Price during the ten eleven (1011) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115% of the then applicable Fixed Conversion Price. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115110% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "“Prepayment Call Notice"”) requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with this Section 2.3 and Section 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "“Prepayment Call Date"”). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's ’s right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number market price of shares of the Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% the Fixed Conversion Price as of the aggregate dollar trading volume of the Common Stock Prepayment Call Date and for the ten seven (107) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal Market)Date. If the price of the Common Stock falls below 115110% of the then applicable Fixed Conversion Price as of, or during the ten seven (107) trading day period immediately preceding preceding, the Prepayment Call Date, then the Holder will then Prepayment Call Notice shall be null and void and no conversion shall be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal Market) for each day that the Common Stock has exceeded 115% of the then applicable Fixed Conversion Pricehereunder. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115110% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "Prepayment Call Notice") requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with Section 2.3 and 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "Prepayment Call Date"). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten (10) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115110% of the then applicable Fixed Conversion Price during the ten (10) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115110% of the then applicable Fixed Conversion Price. ----------------------------------------------------------------------------------------------------------------- The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115110% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "Prepayment Call NoticePREPAYMENT CALL NOTICE") requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with Section 2.3 and 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "Prepayment Call DatePREPAYMENT CALL DATE"). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten (10) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115110% of the then applicable Fixed Conversion Price during the ten (10) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115110% of the then applicable Fixed Conversion Price. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 2.4 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115or equal to 117% of the Fixed Conversion Price for a period of at least five ten (510) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "“Prepayment Call Notice"”) requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with Section 2.3 and 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "“Prepayment Call Date"”). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's ’s right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% thirty percent (30%) of the aggregate dollar trading volume of the Common Stock for the ten twenty-two (1022) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115117% of the then applicable Fixed Conversion Price during the ten (10) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five thirty percent (2530%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115117% of the then applicable Fixed Conversion Price. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115150% of the Fixed Conversion Price VWAP for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "“Prepayment Call Notice"”) requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with Section 2.3 and 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "“Prepayment Call Date"”). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. Notice On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's ’s right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number of shares of Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% of the aggregate dollar trading volume of the Common Stock for the ten (10) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal MarketBloomberg L.P.). If the price of the Common Stock falls below 115150% of the then applicable Fixed Conversion Price during the ten (10) trading day period immediately preceding the Prepayment Call Date, then the Holder will then be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal MarketBloomberg L.P.) for each day that the Common Stock has exceeded 115150% of the then applicable Fixed Conversion PriceVWAP. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 2.5 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.

Optional Prepayments in Common Stock. Subject to Section 2.2 hereof, if the average closing price of the Common Stock on the Principal Market is greater than 115110% of the Fixed Conversion Price for a period of at least five (5) consecutive trading days, then the Borrower may, at its sole option, provide the Holder written notice (a "Prepayment Call NoticePREPAYMENT CALL NOTICE") requiring the conversion at the then applicable Fixed Conversion Price of all or a portion of the outstanding principal, interest and fees outstanding under this Note (subject to compliance with this Section 2.3 and Section 3.2), together with accrued interest on the amount being prepaid, as of the date set forth in such Prepayment Call Notice (the "Prepayment Call DatePREPAYMENT CALL DATE"). The Prepayment Call Date shall be at least ten (10) trading days following the date of the Prepayment Call Notice. On the Prepayment Call Date, the Borrower shall deliver to the Holder certificates evidencing the shares of Common Stock issued in satisfaction of the principal and interest being prepaid. Notwithstanding the foregoing, the Borrower's right to issue shares of Common Stock in satisfaction of its obligations under this Note shall be subject to the limitation that the number market price of shares of the Common Stock issued in connection with any Prepayment Call Notice shall not exceed 25% the Fixed Conversion Price as of the aggregate dollar trading volume of the Common Stock Prepayment Call Date and for the ten seven (107) trading days immediately preceding the Prepayment Call Date (as such volume is reported by the Principal Market)Date. If the price of the Common Stock falls below 115110% of the then applicable Fixed Conversion Price as of, or during the ten seven (107) trading day period immediately preceding preceding, the Prepayment Call Date, then the Holder will then Prepayment Call Notice shall be null and void and no conversion shall be required to convert only such amount of the Note as shall equal twenty five percent (25%) of the aggregate dollar trading volume (as such volume is reported by the Principal Market) for each day that the Common Stock has exceeded 115% of the then applicable Fixed Conversion Pricehereunder. The Borrower shall not be permitted to give the Holder more than one Prepayment Call Notice under this Note during any 1022-day period. Any principal amount of this Note which is prepaid pursuant to this Section 2.3 shall be deemed to constitute payments of outstanding principal applying to Monthly Amounts for the remaining Repayment Dates in chronological order.