Common use of Section 2(a) Clause in Contracts

Section 2(a). Section 2(a) of the Agreement is hereby deleted in its entirety and the following language shall replace said Section 2(a) of the Agreement: Section 2(a) Subject to the terms and conditions of this Agreement, the Company shall prepare and file, no later than January 31, 2007 (the “Scheduled Filing Deadline”), with the SEC a registration statement on Form S-1 or SB-2 (or, if the Company is then eligible, on Form S-3) under the Securities Act (the “Initial Registration Statement”) for the resale by the Investors of the Registrable Securities, which includes at least 3,600,000 shares of Common Stock to be issued upon conversion of the Convertible Debentures, 500,000 Warrant Shares and the 15,000 Buyer’s Shares. The Company shall cause the Registration Statement to remain effective until all of the Registrable Securities have been sold. Prior to the filing of the Registration Statement with the SEC, the Company shall furnish a copy of the Initial Registration Statement to the Investors for their review and comment. The Investors shall furnish comments on the Initial Registration Statement to the Company within twenty-four (24) hours of the receipt thereof from the Company.

Section 2(a). Section 2(a) of the Agreement is hereby deleted in its entirety and the following language shall replace said Section 2(a) of the Agreement: Section 2(a) Subject to the terms and conditions of this Agreement, the Company shall prepare and file, no later than January 31September 29, 2007 2006 (the “Scheduled Filing Deadline”), with the SEC a registration statement on Form S-1 or SB-2 (or, if the Company is then eligible, on Form S-3) under the Securities Act (the “Initial Registration Statement”) for the resale by the Investors of the Registrable Securities, which includes at least 3,600,000 13,586,956 shares of Common Stock to be issued upon conversion of the Convertible Debentures, 500,000 Warrant Shares Debentures and two million (2,000,000) shares of the 15,000 BuyerCompany’s SharesCommon Stock issuable upon exercise of the Warrant. The Company shall cause the Registration Statement to remain effective until all of the Registrable Securities have been sold. Prior to the filing of the Registration Statement with the SEC, the Company shall furnish a copy of the Initial Registration Statement to the Investors for their review and comment. The Investors shall furnish comments on the Initial Registration Statement to the Company within twenty-four (24) hours of the receipt thereof from the Company.

Section 2(a). Section 2(a) of the Agreement is hereby deleted in its entirety and the following language shall replace said Section 2(a) of the Agreement: Section 2(a) Subject to the terms and conditions of this Agreement, the Company shall prepare and file, no later than January 31April 26, 2007 (the “Scheduled Filing Deadline”), with the SEC a registration statement on Form S-1 or SB-2 (or, if the Company is then eligible, on Form S-3) under the Securities Act (the “Initial Registration Statement”) for the resale by the Investors of the Registrable Securities, which includes at least 3,600,000 13,586,956 shares of Common Stock to be issued upon conversion of the Convertible Debentures, 500,000 Warrant Shares Debentures and two million (2,000,000) shares of the 15,000 BuyerCompany’s SharesCommon Stock issuable upon exercise of the Warrant. The Company shall cause the Registration Statement to remain effective until all of the Registrable Securities have been sold. Prior to the filing of the Registration Statement with the SEC, the Company shall furnish a copy of the Initial Registration Statement to the Investors for their review and comment. The Investors shall furnish comments on the Initial Registration Statement to the Company within twenty-four (24) hours of the receipt thereof from the Company.