Common use of Reports Under the Exchange Act Clause in Contracts

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule "RULE 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”") the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Buyers the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Buyers to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) ), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”") the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) ), and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (““ Rule 144144 ”) the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) registration, and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) ), and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) registration, and as a material inducement to the Investor’s purchase of the Promissory Notes, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) registration, and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchasers to sell securities of the Company to the public without registration (“"Rule 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees to:

Reports Under the Exchange Act. 8.1 With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) ), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or and any similar other rule or regulation of the SEC that may at any time permit permits the Investors Holder to sell securities of the Company Registrable Securities to the public without registration (“Rule 144”) registration, the Company agrees to use commercially reasonable efforts to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule "RULE 144”") the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or Act, as such rule may from time to time be amended, and any similar other rule or regulation of now or hereafter adopted by the SEC that may at any time permit the Investors a Holder to sell securities of the Company to the public without registration (“Rule 144”) or pursuant to a registration statement, the Company agrees at its sole cost to:

Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors each Purchaser to sell securities of the Company to the public public, so long as the Registration Statement is effective and such Purchaser holds Registrable Securities, without registration (“Rule RULE 144”) ), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule "RULE 144”") the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or and any similar other rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) registration, the Company agrees to use its commercially reasonable efforts to:

Reports Under the Exchange Act. With a view to making available to the Investor Buyers the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Buyers to sell securities of the Company to the public without registration (“"Rule 144”") the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees to use its best efforts to:

Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Holders to sell securities of the Company to the public without registration (“"Rule 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchasers to sell securities of the Company to the public without registration (“"Rule 144”) "), the Company agrees to, -------- so long as such Purchaser beneficially owns (without giving effect to any limitations on the conversion or exercise thereof) Registrable Securities:

Reports Under the Exchange Act. With a view to making available to the Investor Buyers the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Buyers to sell securities of the Company to the public without registration (“Rule 144”) ), and as a material inducement to the Buyer’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) registration, and as a material inducement to the Investor’s purchase of the Promissory Note, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Purchaser the benefits of Rule 144 promulgated ("Rule 144") under the Securities Act or and any similar other rule or regulation of the SEC that may at any time permit the Investors Purchaser to sell securities of the Company to the public without registration (“Rule 144”) registration, the Company agrees to use its best efforts to:

Reports Under the Exchange Act. With a view to making available to the each Investor the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors each Investor to sell securities of the Company to the public without registration (“Rule 144”) ), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors each Purchaser to sell securities of the Company to the public public, so long as the Registration Statement is effective and such Purchaser holds Registrable Securities, without registration (“Rule 144”) ), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) registration, and as a material inducement to the Investor’s purchase of the Promissory Notes, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Purchaser the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchaser to sell securities of the Company to the public public, so long as the Registration Statement is effective and the Purchaser holds Registrable Securities, without registration (“Rule 144”) ), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) ), and as a material inducement to the Investor’s purchase of the Notes, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) registration, the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees agrees, upon becoming a publicly reporting company under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) registration, and as a material inducement to the Investor’s purchase of the Shares the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors investors to sell securities of the Company to the public without registration (“"Rule 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”) "), the Company agrees agrees, during the Registration Period, to:

Reports Under the Exchange Act. With a view to making available to the Investor Lender the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Lender to sell securities of the Company to the public without registration (“"Rule 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Holders to sell securities of the Company to the public without registration (“Rule 144”) ), while subject to the reporting requirements of the Exchange Act, the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the each Investor the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors each Investor to sell securities of the Company to the public without registration (“Rule "RULE 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or and any similar other rule or regulation of the SEC that may at any time permit the Investors a holder to sell securities of the Company to the public without registration (“Rule 144”) registration, the Company agrees to use commercially reasonable efforts to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees to, during the terms of the Investment Agreement:

Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Holders to sell securities of the Company to the public without registration (“Rule 144”) during the Registration Period, the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchasers to sell securities of the Company to the public without registration (“Rule 144”) ), the Company agrees to, so long as such Purchaser beneficially owns (without giving effect to any limitations on the conversion or exercise thereof) Registrable Securities:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities 1933 Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule "RULE 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) and, as a material inducement to the Investor’s purchase of the Option, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) ), and as a material inducement to the Investor’s purchase of the Convertible Debenture, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors investors to sell securities of the Company to the public without registration (“Rule 144”") the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees agrees, for a period of one year from the date hereof, to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”") the Company agrees to:: ---------

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) registration, and as a material inducement to the Investor’s purchase of the Promissory Note, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchasers to sell securities of the Company to the public without registration (“Rule "RULE 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors investors to sell securities of the Company to the public without registration (“Rule 144”) registration, the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) ), the Company agrees agrees, during the Registration Period, to:

Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”") the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Ultimate Markets the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Ultimate Markets to sell securities of the Company Registrable Securities to the public without registration (“"Rule 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Warrantholders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Warrantholders to sell securities of the Company Registrable Securities to the public without registration (“Rule 144”) ), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchasers to sell securities of the Company to the public without registration (“"Rule 144”) "), the Company agrees to, so long as such Purchaser beneficially owns (without giving effect to any limitations on the conversion or exercise thereof) Registrable Securities:

Reports Under the Exchange Act. With a view to making available to the Investor ------------------------------ Holders the benefits of Rule 144 promulgated under the Securities Act or Act, as such rule may from time to time be amended, and any similar other rule or regulation of now or hereafter adopted by the SEC that may at any time permit the Investors a Holder to sell securities of the Company to the public without registration (“Rule 144”) or pursuant to a registration statement, the Company agrees at its sole cost to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) registration, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchasers to sell securities of the Company to the public without registration (“"Rule 144”) "), the Company agrees toto so long as such Purchaser holds Preferred Stock, the Warrant or Registrable Securities :

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees to use its commercially reasonable efforts to:

Reports Under the Exchange Act. With a view to making available to the Investor Stockholders the benefits of Rule 144 promulgated under the Securities Act or and any similar other rule or regulation of the SEC that may at any time permit the Investors a Stockholder to sell securities of the Company to the public without registration (“Rule 144”) registration, the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Seller the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Seller to sell securities of the Company Buyer to the public without registration (“Rule "RULE 144”") the Company Buyer agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) ), and as a material inducement to the Investor’s purchase of the Securities, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Warrantholders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Warrantholders to sell securities of the Company Registrable Securities to the public without registration (“Rule 144”) ), the Company agrees to use its best efforts to:

Reports Under the Exchange Act. With So long as the Investor is subject to the restrictions contained in Rule 144 and with a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”") during the Registration Period the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”") the Company agrees to:: a. make and keep public information available, as those terms are understood and defined in Rule 144;

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule "RULE 144”) "), the Company agrees to, after the initial effective date of its Registration Statement on Form SB-2:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act (subject to the limitations set forth in paragraph (i) of such rule that apply to the Company) or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) registration, and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) ), and as a material inducement to the Investor entering into the Transaction Documents, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Lenders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Lenders to sell securities of the Company to the public without registration (“Rule 144”) ), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Buyers the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Buyers to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees to use its commercially reasonable efforts to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) registration, the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company Issuer to the public without registration (“Rule RULE 144”) ), the Company Issuer agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Holders to sell securities of the Company to the public without registration (“Rule 144”) ), and as a material inducement to the Holder’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to ------------------------------ the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or and any similar other rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) registration, the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) registration, and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the each Investor the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors each Investor to sell securities of the Company to the public without registration (“"Rule 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“"Rule 144”") the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees toto use its commercially reasonable efforts:

Reports Under the Exchange Act. With a view to making available to the Investor Shareholders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Shareholders to sell securities of the Company to the public without registration (“Rule 144”) ), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule "RULE 144”") during the Registration Period, the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) registration, and as a material inducement to the Investor’s purchase of the Newly Issued Shares, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or and any similar other rule or regulation of the SEC that may at any time permit the Investors a Holder to sell securities of the Company to the public without registration (“Rule 144”) registration, the Company agrees to:: (a) file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”") the Company agrees to:: Rule 144;

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”) "), and as a material inducement to the Investor's purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) ), and as a material inducement to the Investor’s purchase of the Units, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”") during the Registration -------- Period, the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) registration, and as a material inducement to Investor’s purchase of the Shares, the Company agrees torepresents, warrants, and covenants the following, for so long as Investor holds Registrable Securities:

Reports Under the Exchange Act. With a view to making available to the Investor Lenders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Lenders to sell securities of the Company to the public without registration (“"Rule 144”) "), the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration (“Rule 144”) registration, and as a material inducement to the Investor’s purchase of the Convertible Preferred, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Holder the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Holders to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees to:

Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“"Rule 144”) "), and as a material inducement to the Investor's purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:

Reports Under the Exchange Act. With a view to making available to the Investor Buyers the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Buyers to sell securities of the Company to the public without registration (“Rule "RULE 144”") the Company agrees to: