Extract to table

Lawrence Hu, holding a Convertible Note with an original principal amount of Two Hundred Fifty Thousand Dollars ($250,000); WHEREAS, the rights, preferences, privileges, and restrictions of the Series A Preferred Stock will be as set forth in the Company's Amended and Restated Certificate of Incorporation, substantially in the form attached hereto as Exhibit A (the "Amended Certificate"), to be filed with the Secretary of State of the State of Delaware prior to or concurrently with the Closing; and WHEREAS, capitalized terms used but not otherwise defined in the body of this Agreement shall have the meanings ascribed to such terms in Section 1

1, certain other terms are defined elsewhere in this Agreement and shall have the meanings ascribed to them in the sections in which they are defined

3 — Rules of Construction Unless the context otherwise requires: (a) the words "hereof," "herein," "hereunder," and words of similar import shall refer to this Agreement as a whole and not to any particular provision of this Agreement; (b) words importing the singular shall include the plural and vice versa; (c) references to "Sections," "Articles," "Exhibits," and "Schedules" shall be to the sections, articles, exhibits, and schedules of or to this Agreement; (d) the words "include," "includes," and "including" shall be deemed to be followed by the phrase "without limitation"; (e) references to any law or regulation shall mean such law or regulation as amended, supplemented, or restated from time to time; and (f) references to any person shall include such person's successors and permitted assigns

The obligation of each Investor to purchase Shares at the Closing is several and not joint, and no Investor shall be responsible for the failure of any other Investor to consummate its purchase of Shares at the Closing

The accrued interest amount set forth herein is an estimate calculated at six percent (6%) per annum simple interest from the date of issuance (March 15, 2024) through the targeted Closing Date of June 15, 2026 (approximately twenty-seven (27) months), and such amount shall be recalculated based on the actual Closing Date

(b) The Note Conversion Price shall be the lower of: (i) eighty percent (80%) of the Per Share Purchase Price, representing a twenty percent (20%) discount (i