Common use of Optional Redemption in Cash Clause in Contracts

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any other Related Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 3.3 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's the Holder’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Companies may prepay this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty percent (130100%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any Related Agreement Note (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day Redemption Payment Date (as defined below). The Companies shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 3.3 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Holder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but and unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Securities Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty fifteen percent (130115%) of the then outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Companies shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to to: (a)one hundred twenty percent (120%)(if the redemption occurs before the first anniversary hereof), or (b) one hundred thirty fifteen percent (130%115%)(if the redemption occurs after the first anniversary hereof, but before the second anniversary hereof) or (c) one hundred ten percent (110%)(if the redemption occurs after the second anniversary) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the "REDEMPTION AMOUNT"Security Agreement) (the “Redemption Amount”) outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE"“Redemption Payment Date”) which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note in full ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty fifteen percent (130115%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, Note or the Purchase Agreement or any Related Agreement Document (as defined in the Purchase Agreement) (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The , which Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by 3.1 and the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections election to convert had been completed immediately prior to the date of the Notice of Redemption. The Redemption Payment Date shall not be earlier than the day after the date of the Notice of Redemption and not later than seven (7) days after the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on by the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Companies may prepay this Note in full ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty ten percent (130110%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Security Agreement or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Companies shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the “Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption”). On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void. In the event that the Redemption Amount is paid to the Holder within six (6) months of the date of issue of this Note, upon receipt in full of the Redemption Amount in good funds, the Holder will rebate to Companies fifty percent (50%) of any fees it received from the Companies on the date of issue of this Note. If any Deferred Purchase Price Notes issued pursuant to the Security Agreement, in addition to this Note, are outstanding (collectively, the “Outstanding Notes”) and the Companies pursuant to this Section 1.3 elects to make an Optional Redemption, then the Companies shall take the same action with respect to all Outstanding Notes and make such payments to all holders of Outstanding Notes on a pro rata basis based upon the Redemption Amount of each Outstanding Note.

Optional Redemption in Cash. The Borrower will have the option of prepaying all amounts outstanding under this Note in full ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, Note or the Purchase Agreement or any Related Agreement Document (as defined in the Purchase Agreement) (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The , which Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODPayment Date"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by 3.1 and the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections election to convert had been completed immediately prior to the date of the Notice of Redemption. The Redemption Payment Date shall be not earlier than the day after the date of the Notice of Redemption and not later than seven (7) days after the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on by the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Companies may prepay this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130100%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon Cash Interest Amounts and PIK Interest Amounts and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreements or any Related Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Companies shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be within seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the “Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption”). On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void. For purposes hereof, the term “Ancillary Agreement” means all documents, agreements, instruments, security agreements, mortgages and deeds of hypothecs executed by or on behalf of any Company to Holder, relating to this Note or to the transactions contemplated by this Note or otherwise relating to the relationship between or among any Company and Holder, as each of the same may be amended, supplemented, restated or otherwise modified from time to time.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any other Related Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 3.3 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Holder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note in full ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent the Applicable Percentage (130%as hereafter defined) of the then-outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, Note or the Purchase Agreement or any Related Agreement Document (as defined in the Purchase Agreement) (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder. The , which Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of “Redemption (the "REDEMPTION PERIOD"Payment Date”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by 3.1 and the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections election to convert had been completed immediately prior to the date of the Notice of Redemption. The Redemption Payment Date shall be not earlier than the day after the date of the Notice of Redemption and not later than seven (7) days after the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on by the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void. For purposes of this Section 2.5, the term “Applicable Percentage” means (1) 120% for the period commencing on the date hereof (the “Closing Date”) and ending on the first anniversary of the Closing Date, (2) 115% for the period commencing on the first day following the first anniversary of the Closing Date and ending on the second anniversary of the Closing Date and (3) 110% for the period commencing on the first day following the second anniversary of the Closing Date and ending on the day immediately preceding the Maturity Date.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty and twenty percent (130120%) of the then outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE"“Redemption Payment Date”) which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty ten percent (130110%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"); provided, however, that in no event may the Borrower pay the Holder any amount in respect of the exercise of any such Optional Redemption (of all or any portion of this Note) unless the Borrower shall concurrently (i) deposit additional cash collateral with Aether in an amount equal to the aggregate amount to be paid to the Holder and all other Purchasers in connection with such Optional Redemption (the "PREPAYMENT AMOUNT") and (ii) prepay the Shaar Notes collectively by an aggregate amount equal to the Prepayment Amount. A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then (i) such Redemption Notice will be null and voidvoid and (ii) the Borrower shall no longer have the right to exercise the Optional Redemption as set forth herein. Each of the terms "Aether", "Aether Note", "Shaar Note" has the meaning given to such term in the Subordination Agreement.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty twenty five percent (130125%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Companies may prepay this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to (a) one hundred thirty percent (130%) of the Principal Amount outstanding principal amount at such time if such payment occurs prior to the first anniversary of this Note the Closing Date, (b) one hundred eighteen (118%) of the Principal Amount outstanding at such time if such payment occurs on or after the first anniversary of the Closing Date and prior to the second anniversary of the Closing Date and (c) one hundred seven percent (107%) of the Principal Amount outstanding at such time if such payment occurs on or after the second anniversary of prepaymentthe Closing Date, in each case, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Security Agreement or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Companies shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 Article III during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's the Holder’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void. If any Notes issued pursuant to the Security Agreement, in addition to this Note, are outstanding (collectively, the “Outstanding Notes”) and the Company pursuant to this Section elects to make an Optional Redemption, then the Company shall take the same action with respect to all Outstanding Notes and make such payments to all holders of Outstanding Notes on a pro rata basis based upon the Redemption Amount of each Outstanding Note.

Optional Redemption in Cash. The Borrower will have the option of prepaying Companies may prepay this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130100%) of the Principal Amount outstanding principal amount at such time if such payment occurs prior to the first anniversary of this Note at the time of prepaymentOriginal Closing Date, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Security Agreement or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Companies shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven ten (710) business days Business Days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 Article III during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's the Holder’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but and unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Securities Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been xxxx completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any other Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") ), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 3.3 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Holder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day Redemption Payment Date (as defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Borrowers fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder Holder, within a period up to and including twelve (12) months from the date herein, a sum of money equal to one hundred thirty twenty-five percent (130125%) of the outstanding remaining principal balance amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon thereon. Optional Redemption after twelve (12) months and up until twenty-four (24) months after the date herein, will be at a sum equal to one hundred and fifteen percent (115%) of the remaining principal balance amount of this Note together with accrued but unpaid interest. Option Redemption after twenty-four (24) months shall be effected by the Borrower paying to the Holder a sum equal to one hundred and two percent (110%) of the principal balance amount plus accrued but unpaid interest at Redemption and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE"“Redemption Payment Date”) which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty fifteen percent (130115%) of the then outstanding principal amount balance of this Note at the time of prepaymentNote, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE"“Redemption Payment Date”) which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ------------------------------ ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty percent the Applicable Principal Amount (130%as defined below) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any other Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 3.3 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Holder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void. For purposes of this Section 2.3, the "APPLICABLE PRINCIPAL AMOUNT" shall mean (a) during the period commencing on the effective date hereof and ending on the date immediately preceding the first anniversary of the effective date hereof, 125% of the Principal Amount outstanding at the time of such prepayment, (b) during the period commencing on the first anniversary of the effective date hereof and ending on the date immediately preceding the second anniversary of the date hereof, 120% of the Principal Amount outstanding at the time of such prepayment and (c) during the period commencing on the second anniversary of the effective date hereof and ending on the Maturity Date, 115% of the Principal Amount outstanding at the time of such prepayment.

Optional Redemption in Cash. The Borrower will have the option of ---------------------------- prepaying this Note in whole or in part ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money (the "Redemption Amount") equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven no more than ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion , and the principal amount of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemptionredeemed. On the Redemption Payment Date, the relevant Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the relevant Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty twenty five percent (130125%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") ), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty twenty five percent (130125%) of the outstanding principal amount of this Note at the time of prepaymentNote, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day Redemption Payment Date (as defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Commencing on the first anniversary of this Note, and at all times thereafter, the Company will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130100%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any Related Agreement Note (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE"“Redemption Payment Date”) which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the “Redemption Period”). The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Subject to satisfaction of the Prepayment Conditions (as hereafter defined) and Section 2.2 hereof, the Borrower will have the option of prepaying this Note in full ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty and one percent (130101%) of the outstanding principal amount outstanding at such time of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, Note or the Purchase Agreement or any Related Agreement Document (as defined in the Purchase Agreement) (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The , which Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by 3.1 and the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections election to convert had been completed immediately prior to the date of the Notice of Redemption. The Redemption Payment Date shall not be earlier than the day after the date of the Notice of Redemption and not later than seven (7) days after the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good immediately available funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on by the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.. For purposes hereof, the term "PREPAYMENT CONDITIONS" means satisfaction of each of the following: (a) the average closing bid price of the Common Stock on the Principal Market (as hereafter defined) during the twenty (20) consecutive trading days immediately prior to the Redemption Payment Date shall exceed an amount equal to three (3) times the Fixed Conversion Price (as hereafter defined), (b) the market price of the Common Stock on the Principal Market (as hereafter defined) on the Redemption Payment Date shall be supported by a price-to-earnings ratio with respect to the Common Stock and the Borrower, respectively, of not greater than twenty (20) times fully diluted earnings per share of the Common Stock, excluding extraordinary gains, (c) the average daily trading volume of the Common Stock for a period of twenty (20) consecutive trading days immediately prior to the Redemption Payment Date shall not be less than 100,000 shares, (d) the conditions set forth in 2.3(i) and 2.3(ii) hereof shall have been satisfied, and (e) the Holder shall have determined that no shareholder derivative lawsuits are then outstanding against the Borrower. For purposes hereof, the "FIXED CONVERSION PRICE" means $0.40, subject to adjustment in accordance with the terms of this Note. The Fixed Conversion Price shall also be adjusted downward immediately following the occurrence of a Specified Event (as defined below) to an amount equal to the lesser of (1) $0.40 or (2) the volume weighted average closing prices for the Common Stock on the Principal Exchange, or on any securities exchange or other

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty two percent (130102%), if there exists an effective current Registration Statement (as defined in the Registration Rights Agreement) covering the shares of Common Stock to be issued in connection with such payment, otherwise one hundred four percent (104%), of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to pxxxx xo the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Borrowers will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty and five percent (130105%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the "REDEMPTION AMOUNT"Security Agreement) outstanding (the “Redemption Amount”) on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE"“Redemption Payment Date”) which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD")“Redemption Period”) . A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's Hxxxxx’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Borrowers fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130100%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven no later than ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the “Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption”). On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the date xxxx of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the then outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE"“Redemption Payment Date”) which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day Redemption Payment Date (as defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Agreement Ancillary Agreement, except the Revolving Note (as such terms are defined in the Security Agreement) (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's Hxxxxx’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying all or a portion of amounts outstanding under this Note in full ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to the following: (a) if such prepayment is made prior to December , 2005, one hundred thirty five percent (130105%) of the outstanding principal amount of this Note at the time to be prepaid, and if such prepayment made after December , 2005, one hundred three percent (103%) of prepaymentsuch principal amount of this Note to be prepaid, together with (b) accrued but unpaid interest thereon and (c) any payment required under Section 1.2(Y) and 1.2(Z) (d) any and all other sums due, accrued or payable to the Holder arising under this Note, Note or the Purchase Agreement or any Related Agreement Document (as defined in the Purchase Agreement) (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder. The , which Notice of Redemption shall specify the date for such Optional Redemption and the principal amount of this Note to be prepaid (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of “Redemption (the "REDEMPTION PERIOD"Payment Date”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by 3.1 and the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections election to convert had been completed immediately prior to the date of the Notice of Redemption. The Redemption Payment Date shall be not earlier than the day after the date of the Notice of Redemption and not later than seven (7) days after the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on by the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Subject to satisfaction of the Prepayment Conditions (as hereafter defined) and Section 2.2 hereof, the Borrower will have the option of prepaying this Note in full ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty and one percent (130101%) of the outstanding principal amount outstanding at such time of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, Note or the Purchase Agreement or any Related Agreement Document (as defined in the Purchase Agreement) (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The , which Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by 3.1 and the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections election to convert had been completed immediately prior to the date of the Notice of Redemption. The Redemption Payment Date shall not be earlier than the day after the date of the Notice of Redemption and not later than seven (7) days after the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good immediately available funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on by the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.. For purposes hereof, the term "PREPAYMENT CONDITIONS" means satisfaction of each of the following: (a) the average closing bid price of the Common Stock on the Principal Market (as hereafter defined) during the twenty (20) consecutive trading days immediately prior to the Redemption Payment Date shall exceed an amount equal to three (3) times the Fixed Conversion Price (as hereafter defined), (b) the market price of the Common Stock on the Principal Market (as hereafter defined) on the Redemption Payment Date shall be supported by a price-to-earnings ratio with respect to the Common Stock and the Borrower, respectively, of not greater than twenty (20) times fully diluted earnings per share of the Common Stock, excluding extraordinary gains, (c) the average daily trading volume of the Common Stock for a period of twenty (20) consecutive trading days immediately prior to the Redemption Payment Date shall not be less than 100,000 shares, (d) the conditions set forth in 2.3(i) and 2.3(ii) hereof shall have been satisfied, and (e) the Holder shall have determined that no shareholder derivative lawsuits are then outstanding against the Borrower. For purposes hereof, the "FIXED CONVERSION PRICE" means $0.40, subject to adjustment in accordance with the terms of this Note. The Fixed Conversion Price shall also be adjusted downward immediately following the occurrence of a Specified Event (as defined below) to an amount equal to the lesser of (1) $0.40 or (2) the volume weighted average closing prices for the Common Stock on the Principal Exchange, or on any securities exchange or other securities market on which the Common Stock is then being listed or traded, for the ten (10) trading days immediately following the Borrower's public press release of its 2004 fiscal year results of operations. For purposes hereof, the term "SPECIFIED EVENT" means the occurrence of the following:

Optional Redemption in Cash. The Borrower Company will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the tx xxx date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Agreement Ancillary Agreement, except the Revolving Note (as such terms are defined in the Security Agreement) (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day Redemption Payment Date (as defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to prixx xx the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any other Related Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 3.3 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's the Holder’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130100%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE"“Redemption Payment Date”) which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's Hxxxxx’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note in whole or in part ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money (the "Redemption Amount") equal to (x) if redeemed following the date of this Note, one hundred thirty five percent (130105%) ), of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"), and the principal amount of this Note to be redeemed. A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The relevant Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the date xxx xate of the Notice of Redemption. On the Redemption Payment Date, the relevant Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the relevant Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to (i) in the event such prepayment occurs prior to the one year anniversary of the Closing Date, one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at then outstanding, (ii) in the time event such prepayment occurs on or after the one year anniversary of prepaymentthe Closing Date and prior to the two year anniversary of the Closing Date, one hundred fifteen percent (115%) of the principal amount of this Note then outstanding and (iii) in the event such prepayment occurs after the two year anniversary of the Closing Date, one hundred ten percent (110%) of the principal amount of this Note then outstanding, in each case, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert conversion pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.. Second A&R Minimum Borrowing Note 2

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty fifteen percent (130115%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty fifteen percent (130115%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Security Agreement or any Related other Ancillary Agreement (other than the "REDEMPTION AMOUNT"Revolving Note and any Minimum Borrowing Note) (the “Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's the Holder’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepaymentNote, together with all accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to prxxx xx the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any other Related Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 Article III during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Holder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to (i) in the event such prepayment occurs prior to the one year anniversary of the Closing Date, one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at then outstanding, (ii) in the time event such prepayment occurs on or after the one year anniversary of prepaymentthe Closing Date and prior to the two year anniversary of the Closing Date, one hundred fifteen percent (115%) of the principal amount of this Note then outstanding and (iii) in the event such prepayment occurs after the two year anniversary of the Closing Date, one hundred ten percent (110%) of the principal amount of this Note then outstanding, in each case, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert conversion pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's Hxxxxx’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Company will have the option of prepaying this Note Note, either in whole or in part, without premium or penalty of any kind or nature ("OPTIONAL REDEMPTION"an “Optional Cash Redemption”) by paying to the Holder a sum of money cash equal to one hundred thirty percent (130100%) of the outstanding principal amount of this Note at the time of prepayment, to be prepaid (together with all accrued but unpaid interest thereon and any and all other sums then due, accrued or and payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement Agreement) (each, a “Cash Redemption Amount”). The Company shall deliver to the "REDEMPTION AMOUNT") outstanding on the day Holder a written notice of cash redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The each, a “Notice of Redemption shall specify Cash Redemption”) specifying the date for such Optional Cash Redemption (the "REDEMPTION PAYMENT DATE") each, a “Cash Redemption Payment Date”), which date shall be seven ten (710) business days after the date of the respective Notice of Cash Redemption (the "REDEMPTION PERIOD"each, a “Cash Redemption Period”). A Notice of Cash Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or are elected to be made by the Holder pursuant to Section 3.1 during the Cash Redemption Period. The A Cash Redemption Amount shall be determined as if such Xxxxxx's Hxxxxx’s conversion elections had been completed immediately prior to the date of the respective Notice of Cash Redemption. On the a Cash Redemption Payment Date, the respective Cash Redemption Amount (plus any additional interest and fees accruing on such Cash Redemption Amount during the Cash Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Company fail to pay the a Cash Redemption Amount on the a Cash Redemption Payment Date as set forth hereinDate, then such the respective Cash Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty twenty five percent (130125%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Security Agreement or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") ), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 3.3 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Holder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty percent (130100%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any other Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 Article III during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Holder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty and nine percent (130109%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any other Related Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 Article III during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's the Holder’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty percent the Applicable Principal Amount (130%) of the outstanding principal amount of this Note at the time of prepaymentas defined below), together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void. For purposes of this Note, the "Applicable Principal Amount" shall mean 125% of the Principal Amount outstanding at the time of such prepayment.

Optional Redemption in Cash. The Borrower will have the option of prepaying Companies may prepay this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Security Agreement or any Related other Ancillary Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day Redemption Payment Date (as defined below). The Companies shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 3.3 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Holder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.. HOLDER'S CONVERSION RIGHTS

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been xxxx completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") ), which date shall not be less than seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty ten percent (130110%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any other Related Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 Article III during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's the Holder’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Companies may prepay this Note ("OPTIONAL REDEMPTIONRedemption") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Security Agreement or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Companies shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 3.3 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Holder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note partially or in full ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130%) any percentage of the outstanding principal amount of this Note at in the time of prepaymentBorrower’s sole discretion, together with accrued but unpaid interest thereon thereon, and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any Related Agreement Note with respect to such percentage principal (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder, which day shall not be earlier than October 31, 2021. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE"“Redemption Payment Date”) which date shall be seven fourteen (714) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's Holder’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On Within 7 days from receipt of the Redemption Payment DateNotice of Redemption, the Redemption Amount must be paid in good funds Holder may elect to convert all or any portion of the Holder. In the event the Borrower fails then aggregate outstanding principal amount of this Note, together with interest and fees due hereon, pursuant to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.due notice per Section 3.1

Optional Redemption in Cash. The Borrower Borrowers will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Security Agreement or any Related other Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD")) . A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Borrowers fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Borrowers will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty and five percent (130105%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement other Term Note, the Security Agreement, or any Related Ancillary Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Borrowers fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty two percent (130102%), if there exists an effective current Registration Statement (as defined in the Registration Rights Agreement) covering the shares of Common Stock to be issued in connection with such payment, otherwise one hundred four percent (104%), of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to prixx xx the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty twenty five percent (130125%) of the then outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the tx xxx date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note in full ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty percent (130100%) of the outstanding principal amount outstanding at such time of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, Note or the Purchase Agreement or any Related Agreement (as defined in the Purchase Agreement) (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The , which Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date ). The Redemption Payment Date shall not be seven (7) business days earlier than the day after the date of the Notice of Redemption and not later than seven (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to 7) days after the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good immediately available funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on by the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the "REDEMPTION AMOUNT"Security Agreement) (the “Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty ten percent (130110%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any other Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 Article III during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Holder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to to: (a) one hundred thirty fifteen percent (130115%) (if the redemption occurs before the first anniversary hereof), or (b) one hundred five percent (105%)(if the redemption occurs after the first anniversary hereof, but before the second anniversary hereof) or (c) one hundred three percent (103%)(if the redemption occurs after the second anniversary hereof) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert conversion pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the date xxx xate of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Company will have the option of prepaying redeeming this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any other Related Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 3.3 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's the Holder’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in full in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Borrowers will have the option of prepaying this Note in full ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty fifteen percent (130115%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption Redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall not be earlier than the day after the date of the Notice of Redemption and not later than seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been xxxx completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails Borrowers fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty fifteen percent (130115%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to (i) to the extent such prepayment occurs prior to the first anniversary of the Closing Date, one hundred thirty twenty-five percent (130125%) and (ii) to the extent such prepayment occurs on or after the first anniversary of the outstanding Closing Date but prior to the Maturity Date, one hundred twenty percent (120%), in each case, of the principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven no later than ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the “Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption”). On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period")) . A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the date xxx xxte of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the tx xxx date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Borrowers will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period")) . A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Borrowers fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note in full (but not in part) in cash, ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty twenty five percent (130125%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period")) . A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNTRedemption Amount") ), outstanding on the day Redemption Payment Date (as defined below). The Borrower shall give the Holder written notice of redemption its intent to effect an Optional Redemption (the a "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The ), which Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty percent (130100%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note in full ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty fifteen percent (130115%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The , which Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by 3.1 and the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections election to convert had been completed immediately prior to the date of the Notice of Redemption. The Redemption Payment Date shall not be earlier than the day after the date of the Notice of Redemption and not later than seven (7) days after the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on by the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note in full ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The , which Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODPayment Date"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by 3.1 and the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections election to convert had been completed immediately prior to the date of the Notice of Redemption. The Redemption Payment Date shall not be earlier than the day after the date of the Notice of Redemption and not later than seven (7) days after the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on by the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the "REDEMPTION AMOUNT"Security Agreement) outstanding (the “Redemption Amount”) on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE"“Redemption Payment Date”) which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Company may prepay this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any other Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 3.3 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Holder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Companies may prepay this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty percent (130100%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Security Agreement or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Companies shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") ), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert pursuant to Section 3.1, Notice of Conversion (as hereinafter defined) or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 3.3 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Holder's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty twenty-five percent (130125%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty four percent (130104%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") ), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower Company will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty percent the Prepayment Premium (130%as hereinafter defined) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon to the Redemption Payment Date (as hereinafter defined) and any and all other sums unpaid amounts then due, accrued accrued, payable or payable owing to the Holder arising under this Note, the Security and EXECUTION COPY -------------- Purchase Agreement or any Related Ancillary Agreement (the "REDEMPTION AMOUNTRedemption Amount"). The "Prepayment Premium" (i) outstanding for the period commencing on the day date hereof up to and including the six month anniversary of the date hereof shall be 5% of the Principal Amount, (ii) for the period commencing after the 6 month anniversary of the date hereof up to and including the 18 month anniversary of the date hereof, shall be equal to 4% of the Principal Amount and (iii) for the period commencing after the 18 month anniversary of the date hereof up to and including the Maturity Date shall be 3% of the Principal Amount. The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower Company fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note in whole or in part ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money (the "Redemption Amount") equal to (x) if redeemed during the first year following the date of this Note, one hundred thirty twenty percent (120%), (y) if redeemed during the second year following the date of this Note, one hundred twenty percent (125%) and (z) if redeemed during the third year following the date of this Note, one hundred twenty percent (130%) ), in each case, of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day Redemption Payment Date (as defined below). The Borrower shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"), and the principal amount of this Note to be redeemed. A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The relevant Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the xx xxe date of the Notice of Redemption. On the Redemption Payment Date, the relevant Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the relevant Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of ------------------------------ prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty percent (130%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHxxxxx's conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the date xxx xxte of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note in full ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty and one percent (130101%) of the outstanding principal amount outstanding at such time of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, Note or the Purchase Agreement or any Related Agreement (as defined in the Purchase Agreement) (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The , which Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by 3.1 and the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's conversion elections election to convert had been completed immediately prior to the date of the Notice of Redemption. The Redemption Payment Date shall not be earlier than the day after the date of the Notice of Redemption and not later than seven (7) days after the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good immediately available funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on by the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION") by paying to the Holder a sum of money equal to one hundred thirty twenty five percent (130125%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related Ancillary Agreement (as defined in the Security Agreement) (the "REDEMPTION AMOUNT") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the xx xxx date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder a sum of money equal to one hundred thirty twenty percent (130120%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Agreement, or any Related Agreement (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such XxxxxxHolder's conversion elections had been completed immediately prior to the tx xxx date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the Holder. In the event the Borrower fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty percent (130100%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement or any Related Agreement Note (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day written notice of redemption (the "NOTICE OF REDEMPTION"“Notice of Redemption”) is given to the Holder, which day shall not be earlier than September 30, 2021. The Notice of Redemption shall specify the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE"“Redemption Payment Date”) which date shall be seven fourteen (714) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has a pending election to convert pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's Holder’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On Within 7 days from receipt of the Redemption Payment DateNotice of Redemption, the Redemption Amount must be paid in good funds Holder may elect to convert all or any portion of the Holder. In the event the Borrower fails then aggregate outstanding principal amount of this Note, together with interest and fees due hereon, pursuant to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.due notice per Section 3.1

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to one hundred thirty twenty four percent (130124%) of the outstanding principal amount of this Note at the time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (the "REDEMPTION PERIOD"“Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's Holder’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower Companies will have the option of prepaying this Note ("OPTIONAL REDEMPTION"“Optional Redemption”) by paying to the Holder a sum of money equal to (a) one hundred thirty twenty percent (130120%) of the outstanding principal amount balance of this Note at the time of prepayment, together with plus (b) accrued but unpaid interest thereon and plus (c) any and all other sums due, accrued or payable to the Holder arising under this Note, the Purchase Agreement Security Agreement, or any Related other Ancillary Agreement (the "REDEMPTION AMOUNT"“Redemption Amount”) outstanding on the day Redemption Payment Date (as defined below). The Company shall deliver to the Holder a written notice of redemption (the "NOTICE OF REDEMPTION") is given to the Holder. The “Notice of Redemption shall specify Redemption”) specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATE") “Redemption Payment Date”), which date shall be seven (7) business days after the date of the Notice of Redemption (or if such day is not a Business Day, the "REDEMPTION PERIOD"next succeeding Business Day) (the “Redemption Period”). A Notice of Redemption shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a pending election to convert Notice of Conversion (defined below) pursuant to Section 3.1, Section 3.1 or for conversions initiated or elected to be made by the Holder pursuant to Section 3.1 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxx's ’s conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount (plus any additional interest and fees accruing on the Notes during the Redemption Period) must be irrevocably paid in good full in immediately available funds to the Holder. In the event the Borrower fails Companies fail to pay the Redemption Amount on the Redemption Payment Date as set forth hereinDate, then such Redemption Notice will shall be null and void.

Optional Redemption in Cash. The Borrower will have the option of prepaying Maker may prepay this Convertible Demand Note ("OPTIONAL REDEMPTIONOptional Redemption") by paying to the Holder Payee a sum of money equal to one hundred thirty percent (130%) of the Principal Amount outstanding principal amount of this Note at the such time of prepayment, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder Payee arising under this Note, the Purchase Agreement or any Related Agreement Convertible Demand Note (the "REDEMPTION AMOUNTRedemption Amount") outstanding on the day Redemption Payment Date (as defined below). The Maker shall deliver to the Payee a written notice of redemption (the "NOTICE OF REDEMPTIONNotice of Redemption") is given to the Holder. The Notice of Redemption shall specify specifying the date for such Optional Redemption (the "REDEMPTION PAYMENT DATERedemption Payment Date") ), which date shall be seven no sooner than ten (710) business days after the date of the Notice of Redemption (the "REDEMPTION PERIODRedemption Period"). A Notice of Redemption shall not be effective with respect to any portion of this Convertible Demand Note for which the Holder Payee has previously delivered a pending election Notice of Conversion (as hereinafter defined) or for conversions elected to convert be made by the Maker pursuant to Section 3.1, or for conversions initiated or made by the Holder pursuant to Section 3.1 5 during the Redemption Period. The Redemption Amount shall be determined as if such Xxxxxxthe Payee's and Maker's, as applicable, conversion elections had been completed immediately prior to the date of the Notice of Redemption. On the Redemption Payment Date, the Redemption Amount must be paid in good funds to the HolderPayee. In the event the Borrower Maker fails to pay the Redemption Amount on the Redemption Payment Date as set forth herein, then such Redemption Notice will be null and void.