Common use of Issuance of New Debenture and New Warrants Clause in Contracts

Issuance of New Debenture and New Warrants. The Company hereby agrees to issue against payment to the New Purchasers (a) a debenture of the Company in the aggregate principal amount of $327,000 in the amounts set forth on the signature page hereto, which debenture shall be in the form of Exhibit A attached hereto (a “New Debentures”), (b) Warrants to purchase an aggregate of up to 153,883 shares of Common Stock, which warrant shall be in the form of Exhibit B attached hereto (the “Long Term Warrants”) and (c) Warrants to purchase an aggregate of up to 153,883 shares of Common Stock, which warrant shall be in the form of Exhibit C attached hereto (the “Short Term Warrants” and together with the Long Term Warrant, the “New Warrants”). The total purchase price to the New Purchaser for the purchase of the New Debenture and the New Warrants is $327,000 (the “New Subscription Amount”). The Company shall promptly deliver to each New Purchaser the New Debenture, the New Warrants and opinion of counsel required pursuant to Section 5. The Company hereby acknowledges its receipt of the New Subscription Amount from each New Purchaser.

Issuance of New Debenture and New Warrants. The Company hereby agrees to issue against payment to the New Purchasers Purchaser (a) a debenture of the Company in the aggregate principal amount of $327,000 150,000 in the amounts set forth on the signature page hereto, which debenture shall be in the form of Exhibit A attached hereto (a “New Debentures”), (b) Warrants to purchase an aggregate of up to 153,883 70,588 shares of Common Stock, which warrant shall be in the form of Exhibit B attached hereto (the “Long Term Warrants”) and (c) Warrants to purchase an aggregate of up to 153,883 70,588 shares of Common Stock, which warrant shall be in the form of Exhibit C attached hereto (the “Short Term Warrants” and together with the Long Term Warrant, the “New Warrants”). The total purchase price to the New Purchaser for the purchase of the New Debenture and the New Warrants is $327,000 150,000 (the “New Subscription Amount”). The Company shall promptly deliver to each the New Purchaser the New Debenture, the New Warrants and opinion of counsel required pursuant to Section 5. The Company hereby acknowledges its receipt on March 28, 2007 of the New Subscription Amount from each the New Purchaser.

Issuance of New Debenture and New Warrants. The Company hereby agrees to issue against payment to the New Purchasers up to $905,000 (a) a debenture debentures of the Company in the aggregate principal amount of $327,000 905,000 (of which up to $50,000 is a cash investment to be made on or before January 31, 2008 and $855,000 is in lieu of repayment of certain advances made to the Company) in the amounts set forth on the signature page hereto, which debenture shall be in the form of Exhibit A attached hereto (a “New Debentures”), ) and (b) Warrants to purchase an aggregate of up to 153,883 851,765 shares of Common Stock, which warrant shall be in the form of Exhibit B attached hereto (the “Long Term Warrants”) and (c) Warrants to purchase an aggregate of up to 153,883 shares of Common Stock, which warrant shall be in the form of Exhibit C attached hereto (the “Short Term Warrants” and together with the Long Term Warrant, the “New Warrants”). The total purchase price to the New Purchaser for the purchase of the New Debenture and the New Warrants is $327,000 the principal amount of the Debentures issued (the “New Subscription Amount”). The Company shall promptly deliver to each New Purchaser the New Debenture, Purchasers the New Warrants Debentures the and opinion of counsel required pursuant to Section 5the New Warrants. The Company hereby acknowledges its receipt of the New Subscription Amount Amounts from each of the New PurchaserPurchasers on the dates set forth on the signature page hereto.

Issuance of New Debenture and New Warrants. The Company hereby agrees to issue against payment to the New Purchasers Purchaser (a) a debenture of the Company in the aggregate principal amount of $327,000 20,000 in the amounts set forth on the signature page hereto, which debenture shall be in the form of Exhibit A attached hereto (a “New Debentures”), (b) Warrants to purchase an aggregate of up to 153,883 9,412 shares of Common Stock, which warrant shall be in the form of Exhibit B attached hereto (the “Long Term Warrants”) and (c) Warrants to purchase an aggregate of up to 153,883 9,412 shares of Common Stock, which warrant shall be in the form of Exhibit C attached hereto (the “Short Term Warrants” and together with the Long Term Warrant, the “New Warrants”). The total purchase price to the New Purchaser for the purchase of the New Debenture and the New Warrants is $327,000 20,000 (the “New Subscription Amount”). The Company shall promptly deliver to each New Purchaser the New Debenture, the New Warrants and opinion of counsel required pursuant to Section 5. The Company hereby acknowledges its receipt of New Purchaser will wire the New Subscription Amount from each to the Company against delivery of the New PurchaserDebenture and New Warrants.