Acknowledgment of Dilution. The Company understands and acknowledges the potentially dilutive effect of the Conversion Shares to the Common Stock upon the conversion of the Note. The Company further acknowledges that its obligation to issue, upon conversion of the Note, the Conversion Shares, in accordance with this Agreement, and the Note are absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other shareholders of the Company.

Acknowledgment of Dilution. The Company understands and acknowledges the potentially dilutive effect of the Conversion Shares to the Common Stock upon the issuance of the Conversion Shares upon conversion of the Note. The Company further acknowledges that its obligation to issue,issue Conversion Shares upon conversion of the Note, the Conversion Shares,Note in accordance with this Agreement,Agreement and the Note areis absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other shareholders of the Company.

Acknowledgment of Dilution. The Company understands and acknowledges the potentially dilutive effect of the Conversion Shares to the Common Stock upon the issuance of the Conversion Shares upon conversion of the Note. The Company further acknowledges that its obligation to issue,issue Conversion Shares upon conversion of the Note, the Conversion Shares,Note in accordance with this Agreement, and the Note areis absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other shareholders of the Company.

Acknowledgment of Dilution. The Company understands and acknowledges the potentially dilutive effect of the Conversion Shares to the Common Stock upon the issuance of the Commitment Shares and Conversion Shares upon conversion of the Note. The Company further acknowledges that its obligation to issue,issue Commitment Shares and Conversion Shares upon conversion of the Note, the Conversion Shares,Note in accordance with this Agreement, and the Note areis absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other shareholders of the Company.

Acknowledgment of Dilution. The Company understands and acknowledges the potentially dilutive effect of the Conversion Shares to the Common Stock upon the issuance of the Returnable Shares and Conversion Shares upon conversion of the Note. The Company further acknowledges that its obligation to issue,issue Returnable Shares and Conversion Shares upon conversion of the Note, the Conversion Shares,Note in accordance with this Agreement, and the Note areis absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other shareholders of the Company.

Acknowledgment of Dilution. The Company understandsCompany’s executive officers and acknowledgesdirectors understand the potentiallynature of the Securities being sold hereby and recognize that the issuance of the Securities will have a potential dilutive effect on the equity holdings of other holders of the Conversion SharesCompany’s equity or rights to the Common Stock upon the conversionreceive equity of the Note.Company. The board of directors of the Company has concluded, in its good faith business judgment that the issuance of the Securities is in the best interests of the Company. The Company furtherspecifically acknowledges that its obligation to issue,issue the Conversion Shares upon conversion of the Note,Notes is binding upon the Conversion Shares, in accordance with this Agreement,Company and the Note are absolute and unconditionalenforceable regardless of the dilutive effect thatdilution such issuance may have on the ownership interests of other shareholdersstockholders of the Company or parties entitled to receive equity of the Company.