Common use of Optional Redemption of Principal Amount Clause in Contracts

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“Optional Redemption”), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “Redemption Amount”). Borrower’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “Redemption Payment Date”), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) the number of Shares of Common Stock issuable upon an assumed conversion of the Principal amount outstanding principal and interest of this Note multiplied by $1.50 (subject to be redeemedadjustment for stock splits, together with accrued but unpaid interest thereon stock dividends and similar events), and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through and as of the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a registration statement covering all of the shares issuable upon conversion of all amounts convertible under this Note (“Registration Statement”) is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been curedcured and further provided that the Common Stock has had a closing price of more than $1.50 as reported by Bloomberg L.P. for the Principal Market for twenty consecutive trading days, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty thirty percent (120130%) of the Principal amount Amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty ten (3010) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 2.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 2.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 2.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may In the Borrower effectuate a Redemption without the consent of event the Holder, if at any time during prior to the filing of a registration statement as required in the Subscription Agreement (i) raises greater than five million dollars ($5,000,000) in financing and (ii) provides a Notice of Redemption, the Holder shall, upon full payment of the Redemption Period an Event of DefaultAmount shall release all security interests, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its and Borrower shall have no obligations to the Note HolderHolder except that the Holder shall retain the Warrant and all registration and other rights in connection with the Warrants granted to the Holder pursuant to the Transaction Documents. Notwithstanding the foregoing, the Borrower may only exercise its Optional Redemption, provided there is an effective registration statement for the sale of the securities.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s 's election to exercise its right to prepay must be by notice in writing noticx xx xxxting (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s Xxxxxxxx's election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) business days after the date of the Notice of Redemption (the “"Redemption Period”"). Conversions will not be permitted if the Redemption Payment Date is fewer than five business days after notice by the Company. A Notice of Redemption shall not be effective with respect to any portion of the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) business days after the date of the Notice of Redemption (the “"Redemption Period”"). Conversions will not be permitted if the Redemption Payment Date is fewer than five business days after notice by the Company. A Notice of Redemption shall not be effective with respect to any portion of the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided one or more Events of Default have not occurred and accrued collectively for thirty or more days and further provided that an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has is not occurred, whether or not such Event of Default has been curedpending, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty fifty percent (120150%) of the Principal amount Amount to be redeemed, together with one hundred fifty percent (150%) of accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note Note, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty not less than ten (3010) business days after the date delivery of the Notice of Redemption (the “"Redemption Period”"). A Notice of Redemption shall not be effective with respect to any portion of the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s Xxxxxxxx's election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the The Borrower will have the option of prepaying up to 50% of the outstanding Principal amount of this Note Amount (“Optional Redemption”"OPTIONAL REDEMPTION"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty five percent (120125%) of the Principal amount Amount to be redeemed, 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, the Purchase Agreement or any Transaction Document through the Redemption Payment Date as defined below Related Agreement (the “"REDEMPTION AMOUNT") on the day written notice of the optional redemption is given to the Holder. The ability of the Borrower to effect an Optional Redemption Amount”). Borrower’s election to is conditioned upon the Borrower having an effective registration statement covering the shares of common stock issuable upon conversion of the Note and the exercise its right to prepay must be by notice in writing (“Notice of the Warrants at the time of the Optional Redemption”). The Notice of the Optional Redemption shall specify the date for such Optional Redemption (the “Redemption Payment Date”"REDEMPTION PAYMENT DATE"), which date shall be at least thirty not less than seven (307) business days after the date of the Notice of Redemption (the “Redemption Period”"REDEMPTION PERIOD"). A Notice of the Optional Redemption shall not be effective with respect to any portion of the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, 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 Holder's conversion elections had been completed immediately prxxx xx the date of the Notice of the Optional Redemption. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of the Optional Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s 's election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsright pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty fifteen percent (120115%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or on the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal initial principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty thirty percent (120130%) of the Principal amount Amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s 's election to exercise its right to prepay must be by notice in writing xx xxxxing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty sixty (3060) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 2.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 2.1 during the Redemption Period. A Redemption Notice may be given not more frequently than one time each sixty days. A Redemption Notice may be given for an amount of principal which is not greater than an amount of Note Principal which when converted into Common stock would not exceed the limitation described in Section 2.3 above. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 2.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may cancelled at the Borrower effectuate a Redemption without the consent option of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s election Borrowxx'x xxxction to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“Optional Redemption”), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “Redemption Amount”). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “Redemption Payment Date”), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, rights pursuant to Section 3.1 shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount Amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent the Applicable Percentage (120%as defined below) of multiplied by the Principal amount Amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). “Applicable Percentage” shall mean: (A) 120%, for Optional Redemptions within 12 months of the Issue Date; and (B) 135%, for Optional Redemptions occurring after the 12th month and before the end of the Maturity Date. Borrower’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, then commencing on the first Repayment Date the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty thirty percent (120130%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s 's election to exercise its right to prepay must be by notice in writing noticx xx xxxting (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least not less than thirty (30) business days after the date delivery of the Notice of Redemption (the “"Redemption Period”"). A Notice of Redemption shall not be effective with respect to any portion of the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. During the Redemption Period, the Redemption Amount may be converted by the Holder at the lesser of the Variable Price or Fixed Conversion Price but not less than $0.20 per share of Common stock ("Floor Price"). On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder its pro-rata portion of a sum of money equal to one hundred and twenty fifteen percent (120115%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerBxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s 's election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the The Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty thirty percent (120130%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least a maximum of thirty (30) business days after the date of the Notice of Redemption (the “"Redemption Period”"). Conversions will not be permitted if the Redemption Payment Date is fewer than five (5) business days after notice by the Company. A Notice of Redemption shall not be effective with respect to any portion of the Principal Amount for which the Holder has previously delivered an election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly permissably exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice of for a Redemption Period longer than five (5) business days may not be given nor may the Borrower effectuate only at a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holdera Registration Statement is effective.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“Optional Redemption”), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “Redemption Amount”). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “Redemption Payment Date”), which date shall be at least thirty not less than five (305) business days after the date of the Notice of Redemption (the “Redemption Period”). A Notice of Redemption shall will not be effective with respect to any portion of the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall will 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s 's election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the The Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“Optional Redemption”), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty five percent (120125%) of the portion of the Principal amount Amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note Term Note, the Purchase Agreement or any Transaction Document through the Redemption Payment Date as defined below Related Agreement (the “Redemption Amount”) on the Redemption Payment Date (as defined below). Borrower’s election The Borrower shall deliver to exercise its right to prepay must be by the Holder a notice in writing of redemption (the “Notice of Redemption”). The Notice of Redemption shall specify ) specifying the date for such Optional Redemption (the “Redemption Payment Date”), which date shall be at least thirty not less than ten (3010) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, 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, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s 's election to exercise its right to prepay must be by notice in writing xx xxxxing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsright pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s 's election to exercise its right to prepay must be by notice in writing noticx xx xxxting (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least either two (2) business days or thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s election Borrower'x xxxxxxon to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided From and after 180 days after the Actual Effective Date, provided an Event of Default (or an event which that with the passage of time or the giving of notice could become an Event of Default has Default) is not occurred, whether or not such Event of Default has been curedoccurring at any time during the Redemption Period (as defined below) unless waived by the Holder, the Borrower will have the option of prepaying the outstanding and unpaid Principal amount amount, and accrued interest, of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty thirty-five percent (120135%) of the Principal principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s election Borrower'x xxxxxxon to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty twenty (3020) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, ; for conversions initiated or made by the Holder during the Redemption Period; nor for principal and interest amounts, the conversion of which would exceed the limits set forth in Section 2.3 of this Note. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly had exercised its conversion rights, rights shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may only be given at a time when the Registration Statement is effective. The Notice of Redemption may not be given nor may voided by the Borrower effectuate a Redemption without the consent of the Holder, if Holder at any time until the Redemption Payment Date if the Registration Statement does not remain effective each day during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the The Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty thirty percent (120130%) of the Principal amount Amount to be redeemed, 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, the Purchase Agreement or any Transaction Document through Related Agreement (the "Redemption Amount") on the Redemption Payment Date (as defined below below). The Borrower shall deliver to the Holder a notice of redemption (the “Redemption Amount”). Borrower’s election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”). The Notice of Redemption shall specify ") specifying the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty not less than seven (307) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, 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, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided From and after the Actual Effective Date (as defined in the Subscription Agreement) and provided an Event of Default (or an event which that with the passage of time or the giving of notice could become an Event of Default Default) has not occurred, whether or not such Event of Default has been cured, unless waived by the Holders, the Borrower will have the option of prepaying the outstanding and unpaid Principal amount amount, and accrued interest, of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s Boxxxxxx'x election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, ; for conversions initiated or made by the Holder during the Redemption Period; nor for principal and interest amounts, the conversion of which would exceed the limits set forth in Section 2.3 of this Note. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly had exercised its conversion rights, rights shall 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 at the election of the Holder (i) such Notice of Redemption will be null and void, (ii) Borrower will not have no the right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice of Redemption may not be given nor may only at a time when the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note HolderRegistration Statement is effective.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the The Borrower will have the option to redeem the Note within thirty (30) business days advance notice by prepaying up to 50% of prepaying the outstanding Principal amount of this Note Amount (“Optional Redemption”"OPTIONAL REDEMPTION"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Purchase Agreement or any Transaction Document through the Redemption Payment Date as defined below Related Agreement (the “Redemption Amount”). Borrower’s election "REDEMPTION AMOUNT") on the day written notice of the optional redemption is given to exercise its right to prepay must be by notice in writing (“Notice of Redemption”)the Holder. The Notice of the Optional Redemption shall specify the date for such Optional Redemption (the “Redemption Payment Date”"REDEMPTION PAYMENT DATE"), which date shall be at least thirty not less than seven (307) business days after the date of the Notice of Redemption (the “Redemption Period”"REDEMPTION PERIOD"). A Notice of the Optional Redemption shall not be effective with respect to any portion of the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, 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 the Optional Redemption. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of the Optional Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or on the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal initial principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty fifteen percent (120115%) of the Principal amount Amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 2.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 2.1 during the Redemption Period. A Redemption Notice may be given not more frequently than one time each sixty days. A Redemption Notice may be given for an amount of principal which is not greater than an amount of Note Principal which when converted into Common stock would not exceed the limitation described in Section 2.3 above. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 2.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will not have no the right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may cancelled at the Borrower effectuate a Redemption without the consent option of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“Optional Redemption”), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “Redemption Amount”). Borrower’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “Redemption Payment Date”), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120100%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through and as of the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a registration statement covering all of the shares issuable upon conversion of all amounts convertible under this Note (“Registration Statement”) is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s 's election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-non- curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“Optional Redemption”), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty fifteen percent (120115%) of the Principal amount Amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “Redemption Amount”). BorrowerBxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “Redemption Payment Date”), which date shall be at least not less than thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 3.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 3.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower The Company will have the option of prepaying the outstanding Principal amount of this Note (“Optional Redemption”), in whole or in part, Amount by paying to the Holder a sum of money equal to one hundred and twenty fifteen percent (120115%) of the Principal amount Amount to be redeemed, 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, the Purchase Agreement or any Transaction Document through Related Agreement (the "Redemption Amount") on the Redemption Payment Date (as defined below below). The Company shall deliver to the Holder a notice of redemption (the “Redemption Amount”). Borrower’s election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”). The Notice of Redemption shall specify ") specifying the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty not less than seven (307) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 3.1, or subject to the previous sentence, 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 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, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 (i) such Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) the number of Shares of Common Stock issuable upon an assumed conversion of the Principal amount to be redeemedoutstanding principal and interest of this Note multiplied by $1.50, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through and as of the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerBxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”)") and accrued interest, in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) 105% of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s Xxxxxxxx's election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall must be at least thirty not later than ten (3010) 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 the Principal Amount for which the Holder has previously delivered an election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 at the election of the Holder (i) such Notice of Redemption will be null and void, (ii) Borrower will not have no the right to deliver another Notice of Redemption, and and/or (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s Xxxxxxxx's election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least either two (2) business days or thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption PeriodPeriod if the Redemption Period is based on thirty days prior notice. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part. If the Borrower elects to exercise the Optional Redemption for the first thirty (30) days after the Closing Date, by paying the Borrower shall pay to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed. If the Borrower elects to exercise the Optional Redemption from the 31st day after the Closing Date up to and including the 60th day after the Closing Date, the Borrower shall pay 125% of the Principal Amount to be redeemed and thereafter 130% of the Principal Amount to be redeemed. The Optional Redemption shall be paid together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s Xxxxxxxx's election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 2.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 2.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 2.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) the number of Shares of Common Stock issuable upon an assumed conversion of the Principal amount outstanding principal and interest of this Note multiplied by $1.50 (subject to be redeemedadjustment for stock splits, together with accrued but unpaid interest thereon stock dividends and similar events), and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through and as of the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a registration statement covering all of the shares issuable upon conversion of all amounts convertible under this Note (“Registration Statement”) is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.”

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s 's election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part. If the Borrower elects to exercise the Optional Redemption for the first thirty (30) days after the Closing Date, by paying the Borrower shall pay to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed. If the Borrower elects to exercise the Optional Redemption from the 31st day after the Closing Date up to and including the 60th day after the Closing Date, the Borrower shall pay 125% of the Principal Amount to be redeemed and thereafter 130% of the Principal Amount to be redeemed. The Optional Redemption shall be paid together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s 's election to exercise its right to prepay must be by notice in writing noticx xx xxxting (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 2.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 2.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 2.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided that (i) an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, and (ii) an effective current Registration Statement covering the shares of Common Stock to be issued upon conversion of the Notes exists, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120125%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s Bxxxxxxx's election to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty no sooner than ten (3010) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption PeriodPeriod if the Redemption Period is based on thirty days prior notice. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided that (i) an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, and (ii) an effective current Registration Statement covering the shares of Common Stock to be issued upon conversion of the Notes exists, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120125%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s Borxxxxx’x election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty no sooner than ten (3010) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption PeriodPeriod if the Redemption Period is based on thirty days prior notice. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120100%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty twenty-five percent (120125%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty ten (3010) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective for the sale of not less than one million Shares underlying the Convertible Notes. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“Optional Redemption”), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “Redemption Amount”). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “Redemption Payment Date”), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“Optional Redemption”), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty thirty percent (120130%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “Redemption Amount”). BorrowerXxxxxxxx’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “Redemption Payment Date”), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Redemption Notice may be given only at a time a Registration Statement is effective. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, Default or an event Event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During occurred or the Optional Registration Statement registering the Registrable Securities is not effective each day during the Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided that an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note (“Optional Redemption”), in whole or in part, by paying to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount to be redeemed, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “Redemption Amount”). Borrower’s election to exercise its right to prepay must be by notice in writing (“Notice of Redemption”). The Notice of Redemption shall specify the date for such Optional Redemption (the “Redemption Payment Date”), which date shall be at least thirty no sooner than fifteen (3015) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convert, or subject to the previous sentence, for conversions initiated or made by the Holder during the Redemption PeriodPeriod if the Redemption Period is based on fifteen days prior notice. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rights, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which with the passage of time or the giving of notice could become an Event of Default has not occurred, whether or not such Event of Default has been cured, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part. If the Borrower elects to exercise the Optional Redemption for the first thirty (30) days after the Closing Date, by paying the Borrower shall pay to the Holder a sum of money equal to one hundred and twenty percent (120%) of the Principal amount Amount to be redeemed. If the Borrower elects to exercise the Optional Redemption from the 31st day after the Closing Date up to and including the 60th day after the Closing Date, the Borrower shall pay 125% of the Principal Amount to be redeemed and thereafter 130% of the Principal Amount to be redeemed. The Optional Redemption shall be paid together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s election Borrowxx'x xxxction to exercise its right to prepay must be by notice in writing (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) 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 the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 2.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 2.1 during the Redemption Period. On the Redemption Payment Date, the Redemption Amount, less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 2.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of Default. A Notice of Redemption may not be given nor may the Borrower effectuate a Redemption without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.

Optional Redemption of Principal Amount. Provided an Event of Default or an event which that with the passage of time or the giving of notice could become an Event of Default has is not occurredpending, whether or not such Event of Default has been curedthen commencing on the Issue Date and ending September 30, 2006, the Borrower will have the option of prepaying the outstanding Principal amount of this Note Amount (“"Optional Redemption”"), in whole or in part, by paying to the Holder a sum of money equal to one two hundred and twenty percent (120200%) of the Principal amount to be redeemed, 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, the Subscription Agreement or any Transaction Document through the Redemption Payment Date as defined below (the “"Redemption Amount”"). Borrower’s 's election to exercise its right to prepay must be by notice in writing xx xxxxxng (“"Notice of Redemption”"). The Notice of Redemption shall specify the date for such Optional Redemption (the “"Redemption Payment Date”"), which date shall be at least thirty (30) business days after the date delivery of the Notice of Redemption (the “"Redemption Period”"). A Notice of Redemption shall not be effective with respect to any portion of the Principal Amount for which the Holder has previously delivered an a pending election to convertconvert pursuant to Section 2.1, or subject to the previous sentence, for conversions initiated or made by the Holder pursuant to Section 2.1 during the Redemption Period. The amount of Note principal included in a Notice of Redemption shall be reduced to an amount that would not cause the Holder to exceed the limitation described in Section 2.3 of this Note if the amount of Note Principal being redeemed was instead converted pursuant to Section 2.1. On the Redemption Payment Date, the Redemption Amount, Amount less any portion of the Redemption Amount against which the Holder has permissibly exercised its conversion rightsrights pursuant to Section 2.1, shall 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 Notice of Redemption will be null and void, (ii) Borrower will have no right to deliver another Notice of Redemption, and (iii) Borrower’s 's failure may be deemed by Holder to be a non-curable Event of DefaultDefault as of the Redemption Payment Date. A Notices of Redemption must be given to all Holders of Notes similar in term and tenure as this Note, in proportion to the respective Principal Amounts outstanding on the date Notice of Redemption is given. In the event Borrower publicly announces or discloses on or before September 30, 2006 the sale or merger of the Company or of its principal assets and consummates such transaction within six months after such announcement, then the Holder of this Note may for himself, without limitation as to amount of Note principal, exercise on the Borrower's behalf the redemption rights described in this Section 2.4 by delivery to the Borrower of a Notice of Redemption but only in relation to the amount of Note principal held by such Holder as to itself only on the closing date of the announced transaction. Except as described in this Section 2.4, the Note may not be given nor may paid prior to the Borrower effectuate a Redemption Maturity Date without the consent of the Holder, if at any time during the Redemption Period an Event of Default, or an event which with the passage of time or giving of notice could become an Event of Default (whether or not such Event of Default has been cured), has occurred. During the Optional Redemption Period, the Company must abide by all of its obligations to the Note Holder.