[NUMBER] AMENDED AND RESTATED SECURED PROMISSORY NOTE

[NUMBER]
AMENDED AND RESTATED
SECURED PROMISSORY NOTE

$ [AMOUNT]                                                                                                                                                 [DATE]

For value received, the undersigned maker (“Maker”), whose address is 420 Lexington Avenue, Suite 1718, New York, NY 10170, promises to pay to the order of [LENDER] , “Lender”, whose address is [ ADDRESS ] , the principal sum of [AMOUNT] dollars ( $[AMOUNT] ) together with all interest accrued from the date of execution of the Note at the rate of (i) [INTEREST] percent ( [INTEREST] % ) per annum through [DATE] , and (ii) [INTEREST] percent ( [INTEREST % ) per annum thereafter upon the unpaid balance until maturity, payable in U.S. Dollars at the Lender’s address set forth above, or at such other address as Lender may designate.

The maturity date of this note is [DATE] . In the event that the note is not repaid by the maturity date, the note will automatically convert to a Demand Note, and the principal sum and all accrued interest will be payable in full upon ten (10) days notice of demand from the lender.

If an event of default shall oc