Common use of Priority; Security Clause in Contracts

Priority; Security. The obligation evidenced by this Debenture shall be senior to all other obligations of the Company other than obligations specifically approved by the Holder; provided that the obligation evidenced by this Debenture shall be of equal priority for all purposes with the following obligations of the Company (“Pari Passu Obligations”): 1) A convertible debenture dated December 21, 2009 to Fountainhead Capital Management Limited in the original face amount of $371,360. 2) A convertible debenture dated December 21, 2009 to Regent Private Capital, LLC in the original face amount of $350,000. 3) Any further amounts advanced to the Company by Fountainhead Capital Management Limited or its designees. The obligation evidenced by this Debenture is secured by a first priority security interest (equal in priority to the Pari Passu Obligations) in all of the assets of the Company other than liens specifically approved by the Holder. Notwithstanding, to the extent additional advances by Fountainhead Capital Management Limited (or its designees) taken together with all other Pari Passu Obligations exceed the aggregate sum $1,800,000 (including accrued interest thereon), the excess over $1,800,000 shall for all purposes be deemed to be subordinate to the Pari Passu Obligations and shall be secured by a second priority security interest in all of the assets of the Company

Priority; Security. The obligation evidenced by this Debenture shall be senior to all other obligations of the Company other than obligations specifically approved by the Holder; provided that the obligation evidenced by this Debenture shall be of equal priority for all purposes with the following obligations of the Company (“Pari Passu Obligations”): 1) A convertible debenture dated December 21, 2009 to Fountainhead Capital Management Limited in the original face amount of $371,360. 2) A convertible debenture dated December 21, 2009 even date herewith payable to Regent Private Capital, LLC in the original face amount of $350,000790,000. 32) Any further amounts advanced to the Company by Fountainhead Capital Management Limited or its designees. The obligation evidenced by this Debenture is secured by a first priority security interest (equal in priority to the Pari Passu Obligations) in all of the assets of the Company other than liens specifically approved by the Holder. Notwithstanding, to the extent additional advances by Fountainhead Capital Management Limited (or its designees) taken together with this and all other Pari Passu Obligations exceed the aggregate sum $1,800,000 (including accrued interest thereon), the excess over $1,800,000 shall for all purposes be deemed to be subordinate to the Pari Passu Obligations and shall be secured by a second priority security interest in all of the assets of the Company

Priority; Security. The obligation evidenced by this Debenture shall be senior to all other obligations of the Company other than obligations specifically approved by the Holder; provided that the obligation evidenced by this Debenture shall be of equal priority for all purposes with the following obligations of the Company (“Pari Passu Obligations”): 1) A convertible debenture dated December 21, 2009 to Fountainhead Capital Management Limited in the original face amount of $371,360. 2) A convertible debenture dated December 21, 2009 to Regent Private Capital, LLC in the original face amount of $350,000453,690. 3) Any further amounts advanced to the Company by Fountainhead Capital Management Limited or its designees. The obligation evidenced by this Debenture is secured by a first priority security interest (equal in priority to the Pari Passu Obligations) in all of the assets of the Company other than liens specifically approved by the Holder. Notwithstanding, to the extent additional advances by Fountainhead Capital Management Limited (or its designees) taken together with all other Pari Passu Obligations exceed the aggregate sum $1,800,000 (including accrued interest thereon), the excess over $1,800,000 shall for all purposes be deemed to be subordinate to the Pari Passu Obligations and shall be secured by a second priority security interest in all of the assets of the Company