ch one-year period, a "Renewal Term"), unless either party hereto delivers to the other party hereto, at least ninety (90) days prior to the end of the Initial Term or the then existing Renewal Term, a written notice indicating that such party intends not to renew the Term hereof. 3. Compensation and Benefits

ork Fund. 7. Interest. Interest will accrue on the outstanding principal amount of each Loan at the rate of 20% per annum compounded monthly during the Initial Term, and 15% per annum compounded monthly during the Extended Term. The foregoing notwithstanding, in the event that Clockwork is able to arrange LIBOR

of one (1) year (the "Initial Terry!), and shall automatically renew for successive one (1)-year terms (each, a "Successive Term", and together with the Initial Term, the "Term"), unless the Initial Term or a Successive Term is sooner terminated pursuant to Section 5.2. 5.2 Termination of Agreement. Subject to

term shall be automatically extended for additional one (1) year periods commencing on the first day immediately, following the expiration date of the Initial Term and successively thereafter on the first day immediately following the expiration of each such one-year period (each such period an "Additional Ter