THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER SUCH
SECURITY NOR ANY INTEREST THEREIN MAY BE OFFERED. IT MAY NOT BE SOLD,
TRANSFERRED, ASSIGNED, OR HYPOTHICATED EXCEPT IN COMPLIANCE WITH RULE
144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED
THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER, SATISFACTORY TO THE
COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED.
ABVIVA, INC., a company duly organized and existing under the laws of the State of Nevada
(the “Company”) with its principal place of business at 10940 Wilshire Blvd, Suite 600, Los Angeles,
California 90024, for value received, hereby promises to pay to the order of Mr. Robert F. Lutz of
8322 West Tonto Lane, Peoria, Arizona 85382 (the “Holder”) the principal sum of Fifty Thousand
Dollars ($32,000) pursuant to the terms set forth herein..
March 25, 2008
Principal Payment. All outstanding principal and interest under this Note shall be due and
payable 90 (Ninety) days from the date of the closing on June 16, 2008.
Interest Payment . The unpaid principal amount of this Note shall accrue interest (computed on
the basis of a 365-day year) until paid in full at the annual rate of 18%.
Maturity Date . The Principal and all accrued unpaid interest shall be repaid on or before June
Incentive Shares . Concurrently with the execution hereof the Company has issued the Holder
200,000 shares of the Company’s common stock (the “Shares”). The certificate representing the
Shares will contain a standard restrictive legend. The Shares are subject to piggyback registration
rights. If at any time the Company prepays and files one or more registration statements under the Act
with respect to a public offering of its common stock (other than a registration statement on Forms S-4,
S-8, or similar form) the Company will include in the registration statement information as is