No Other Negotiations. As of the date of this Agreement, YourSpace has not entered into any agreement or understanding with, and is not engaging in any discussions with any third party concerning a sale of substantially all of the assets or capital stock of YourSpace to another acquirer (“Alternative Acquisition”) including, without limitation, any agreement or understanding that would require the Company to notify any third party of the terms of this Agreement. From and after the date of this Agreement until the earlier of the Closing Date or the termination of this Agreement in accordance with its terms, neither the Company nor YourSpace shall, directly or indirectly, # initiate, solicit, encourage, negotiate, accept or discuss any transaction or series of transactions with any Person, other than the Company and its Affiliates involving any Alternative Acquisition, # provide information with respect to either Party to any Person, other than in connection with this Agreement, relating to a possible Alternative Acquisition by any Person, # enter into an agreement with any Person providing for a possible Alternative Acquisition, or # make or authorize any statement, recommendation or solicitation in support of any possible Alternative Acquisition by any Person, other than by the Company and its Affiliates.

Negotiations. Prior to resorting to litigation, the Parties to a Dispute shall negotiate in good faith and attempt to resolve amicably any such Dispute. The Party wishing to initiate negotiations shall send the other relevant Party a notice of negotiation, briefly identifying the object of the Dispute. If the Parties fail to resolve a Dispute within thirty (30) days of receipt of such notice of negotiation, each Party shall then have the right to serve a written notice of intent to mediate on the other Party, unless the Parties to a Dispute agree in writing to extend such thirty (30)-day negotiation period.

No Third Party Negotiations. [[Resort Savers:Organization]] and its affiliates and/or representatives, and Kashi Jinju and its affiliates and/or representatives (collectively, the "Parties") agree that until the termination of this Letter of Intent, the Parties will not, either individually or collectively, offer or solicit any offer to enter into any merger, share exchange or similar type transaction with any other entity or party, nor will they engage in any discussions or activities of any nature whatsoever, directly or indirectly, involving in any manner such a transaction. The Parties hereby agree to advise the other Parties of any contact from any third party regarding the entry into any merger, share exchange or similar type transaction or of any contact which would relate to the transactions contemplated by this Letter of Intent.

Negotiations of Dispute. With respect to any controversy, claim, counterclaim, dispute, difference or misunderstanding arising out of or relating to the interpretation or application of any term or provisions of this Agreement or an SOW or any related documents, a Party shall provide written notice to the other Party of the existence of such dispute. The Parties shall for a period of thirty (30) days following such notice, enter into good faith discussions and negotiations in an attempt to resolve such dispute. If, by the end of such thirty (30) day period, unless such period is extended by mutual agreement of the Parties, the Parties have been unable to resolve such dispute, either Party may initiate litigation. The procedures specified in this Section is a precondition to the initiation of litigation by a Party, in connection with disputes between the Parties arising out of or relating to this Agreement and any SOW; provided, however, that a Party may seek a preliminary injunction or other preliminary judicial relief, without attempting to resolve such dispute as provided in this Section, if in its judgment such action is necessary to avoid irreparable harm. Further, the requirement to attempt to resolve a dispute in accordance with this Section 13.2.1 does not affect a party’s right to terminate this Agreement or an SOW as provided in Section 10 hereof.

Negotiations to Resolve Disputes. The Parties shall endeavor to resolve any Dispute in a prompt and equitable manner. In the event a Dispute arises which the Parties are unable to resolve, the Parties shall, prior to the initiation of any claim or cause of action, each appoint an officer or representative that has settlement authority to meet (in person or by teleconference) in an effort to resolve the Dispute equitably, in good faith and as quickly as reasonably possible. No settlement shall be binding until reduced to writing and signed by the Parties. The responsibility of these representatives shall be to resolve the Dispute or propose a method of resolving the Dispute, if possible. If the Dispute is not settled or resolved by the earlier of # sixty (60) days following the first meeting of the representatives or # at such time as the representatives unanimously agree that a resolution of the Dispute pursuant to this Section 9.02 is not possible, then the Parties are free to proceed as set forth in Section 9.03.

No Other Changes. Except as specifically set forth in this Amendment, the terms of the Debenture remain in full force and effect.

No Other Amendments. Except as expressly amended herein, the terms of the Credit Agreement shall remain in full force and effect.

No Other Agreements. The Securities Intermediary hereby confirms and agrees that:

No Other Representations. Employee represents and acknowledges that in executing this Separation Agreement Employee does not rely, and has not relied, upon any representation or statement not set forth herein made by any of the Company Parties or by any of the Company Parties’ agents, representatives, or attorneys with regard to the subject matter, basis, or effect of this Separation Agreement or otherwise.

No Other Severance. Except as otherwise approved by the Board, the provisions of this Section 6 shall supersede in their entirety any severance payment provisions in any severance plan, policy, program, or other arrangement maintained by the Company, including without limitation, the Offer Letter.