THIS NOTE AND THE COMMON STOCK ISSUABLE
UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION
OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933,
AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT")


 


US $20,000.00


 


NYXIO TECHNOLOGIES CORP.


8% CONVERTIBLE REDEEMABLE NOTE


DUE JUNE 13, 2015


 


FOR VALUE RECEIVED, Nyxio
Technologies Corp. (the ‘Company”) promises to pay to the order of LG CAPITAL FUNDING, LLC and its authorized successors
and permitted as signs ("Holder"), the aggregate principal face amount of Twenty Thousand Dollars exactly (U.S.
$20,000.00) on June 13, 2015 ("Maturity Date") and to pay interest on the principal amount out standing hereunder
at the rate of 8% per annum commencing on June 13, 2014. The interest will be paid to the Holder in whose name this Note is registered
on the records of the Company regarding registration and transfers of this Note. The principal of, and interest on, this Note are
payable at 1218 Union Street, Suite #2, Brooklyn, NY 11225, initially, and if changed, last appearing on the records of the Company
as designated in writing by the Holder hereof from time to time. The Company will pay each interest payment and the outstanding
principal due upon this Note before or on the Maturity Date, less any amounts required by law to be deducted or withheld, to the
Holder of this Note by check or wire transfer addressed to such Holder at the last address appearing on the records of the Company.
The forwarding of such check or wire transfer shall constitute a payment of outstanding principal hereunder and shall satisfy and
discharge the liability for principal on this Note to the extent of the sum represented by such check or wire transfer. Interest
shall be payable in Common Stock (as defined below) pursuant to paragraph 4(b) herein.


 


This Note is subject to
the following additional provisions:


 


1.                  
This Note is exchangeable for an equal aggregate principal amount of Notes of different authorized
denominations, as requested by the Holder surrendering the same. No service charge will be made for such registration or transfer
or exchange, except that Holder shall pay any tax or other governmental charges payable in connection therewith.


 


2.                  
The Company shall be entitled to withhold from all payments any amounts required to be withheld
under applicable laws.


 


3.                  
This Note may be transferred or exchanged only in compliance with the Securities Act of 1933,
as amended ("Act"), and applicable state securities laws. Any attempted transfer to a non-qualifying party shall
be treated by the Company as void. Prior to due presentment for transfer of this Note, the Company and any agent of the Company
may treat the person in whose name this Note is duly registered on the Company's records as the owner hereof for all other purposes,
whether or not this Note be overdue, and neither the Company nor any such agent shall be affected or bound by notice to the contrary.
Any Holder of this Note electing to exercise the right of conversion set forth in Section 4(a) hereof, in addition to the requirements
set forth in Section 4(a), and any prospective transferee of this Note, also is required to give the Company written confirmation
that this Note is being converted ("Notice of Conversion") in the form annexed hereto as Exhibit A. The
date of receipt (including receipt by telecopy) of such Notice of Conversion shall be the Conversion Date.


 


4.                  
(a)
The Holder of this Note is entitled, at its option, at any time after 180 days, to convert all or any amount of the principal face
amount of this Note then outstanding into shares of the Company's common stock (the "Common Stock") without restrictive
legend of any nature, at a price ("Conversion Price") for each share of Common Stock equal to 50% of the lowest
trading price of the Common Stock as reported on the OTCQB marketplace which the Company' s shares are traded or any market
upon which the Common Stock may be traded in the future ("Exchange"), for the five prior trading
days including the day upon which a Notice of Conversion is received by the Company (provided such Notice of Conversion is delivered
by fax or other electronic method of communication to the Company after 4 P.M. Eastern Standard or Daylight Savings Time if the
Holder wishes to include the same day closing price). If the shares have not been delivered within 3 business days, the Notice
of Conversion may be rescinded. Such conversion shall be effectuated by the Company delivering the shares of Common Stock to the
Holder with.in 3 business days of receipt by the Company of the Notice of Conversion. Once the Holder has received such shares
of Common Stock, the Holder shall surrender this Note to the Company, executed by the Holder evidencing such Holder's intention
to convert this Note or a specified portion hereof, and accompanied by proper assignment hereof in blank. Accrued, but unpaid interest
shall be subject to conversion. No fractional shares or scrip representing fractions of shares will be issued on conversion, but
the number of shares issuable shall be rounded to the nearest whole share. In the event the Company experiences a DTC "Chill"
on its shares, the conversion price shall be decreased to 40% instead of 50% while that "Chill" is in effect.


 


(b)                
Interest on any unpaid principal balance of this Note shall be paid at the rate of 8% per
annum. Interest shall be paid by the Company in Common Stock ("Interest Shares'"). Holder may, at any time, send in a
Notice of Conversion to the Company for Interest Shares based on the formula provided in Section 4(a) above. The dollar amount
converted into Interest Shares shall be all or a portion of the accrued interest calculated on the unpaid principal balance of
this Note to the date of such notice.


 


(c)                
During the first 180 days after the Note has been issued, it may be prepaid at 150% of the
face amount plus any accrued interest. This Note may not be prepaid after the 180th day. Such redemption must be closed and funded
within 3 days of giving notice of redemption of the right to redeem shall be null and void.


 



    	 



    	 



    

 





(d)                
Upon (i) a transfer of all or substantially all of the assets of the Company to any person
in a single transaction or series of related transactions, (ii) a reclassification, capital reorganization or other change or exchange
of outstanding shares of the Common Stock, other than a forward or reverse stock split or stock dividend, or (iii) any consolidation
or merger of the Company with or into another person or entity in which the Company is not the surviving entity (other than a merger
which is effected solely to change the jurisdiction of incorporation of the Company and results in a reclassification , conversion
or exchange of outstanding shares of Common Stock solely into shares of Common Stock) (each of items (i), (ii) and (iii) being
referred to as a "Sale Event"), then, in each case, the Company shall, upon request of the Holder, redeem this Note in
cash for 150% of the principal amount, plus accrued but unpaid interest through the date of redemption, or at the election of the
Holder, such Holder may convert the un paid principal amount of this Note (together with the amount of accrued but unpaid interest)
into shares of Common Stock immediately prior to such Sale Event at the Conversion Price.


 


(e)                
In case of any Sale Event (not to include a sale of all or substantially all of the Company'
s assets) in connection with which this Note is not redeemed or converted, the Company shall cause effective provision to be made
so that the Holder of this Note shall have the right thereafter, by converting this Note, to purchase or convert this Note into
the kind and number of shares of stock or other securities or property (including cash) receivable upon such reclassification,
capital reorganization or other change, consolidation or merger by a holder of the number of shares of Common Stock that could
have been purchased upon exercise of the Note and at the same Conversion Price, as defined in this Note, immediately prior to such
Sale Event. The foregoing provisions shall similarly apply to successive Sale Events. If the consideration received by the holders
of Common Stock is other than cash, the value shall be as deter mined by the Board of Directors of the Company or successor person
or entity acting in good faith.


 


5.                  
No provision of this Note shall alter or impair the obligation of the Company, which is absolute
and unconditional, to pay the principal of, and interest on, this Note at the time, place, and rate, and in the form, herein prescribed.


 


6.                  
The Company hereby expressly waives demand and presentment for payment, notice of non-payment,
protest, notice of protest, notice of dishonor, notice of acceleration or intent to accelerate, and diligence in taking any action
to collect amounts called for hereunder and shall be directly and primarily liable for the payment of all sums owing and to be
owing hereto


 


7.                  
The Company agrees to pay all costs and expenses, including reasonable attorneys' fees and
expenses, which may be incurred by the Holder in collecting any amount due under this Note.


 


8.                  
If one or more of the following described "Events of Default" shall occur:


 


(a)                
The Company shall default in the payment of principal or interest on this Note or any other
note issued to the Holder by the Company; or


 


(b)                
Any of the representations or warranties made by the Company herein or in any certificate
or financial or other written statements heretofore or hereafter furnished by or on behalf of the Company in connection with the
execution and delivery of this Note, or the Securities Purchase Agreement under which this note was issued shall be false or misleading
in any respect; or


 


(c)                
The Company shall fail to perform or observe, in any respect, any covenant, term, provision,
condition, agreement or obligation of the Company under this Note or any other note issued to the Holder; or


 


(d)                
The Company shall (1) become insolvent; (2) admit in writing its inability to pay its debts
generally as they mature; (3) make an assignment for the benefit of creditors or commence proceedings for its dissolution; (4)
apply for or consent to the appointment of a trustee, liquidator or receiver for its or for a substantial part of its property
or business; (5) file a petition for bankruptcy relief, consent to the filing of such petition or have filed against it an involuntary
petition for bankruptcy relief, all under federal or state laws as applicable; or


 


(e)                
A trustee, liquidator or receiver shall be appointed for the Company or for a substantial
part of its property or business without its consent and shall not be discharged with in sixty (60) days after such appointment;
or


 


(f)                 
Any governmental agency or any court of competent jurisdiction at the in- stance of any governmental
agency shall assume custody or control of the whole or any substantial portion of the properties or assets of the Company; or


 


(g)                
One or more money judgments, writs or warrants of attachment, or similar process, in excess
of fifty thousand dollars ($50,000) in the aggregate, shall be entered or filed against the Company or any of its properties or
other assets and shall remain unpaid, unvacated, unbonded or unstayed for a period of fifteen (15) days or in any event later than
five (5) days prior to the date of any proposed sale thereunder; or


 


(h)                
The Company shall have defaulted on or breached any term of any other note of similar debt
instrument into which the Company has entered and failed to cure such de fault within the appropriate grace period ; or


 


(i)                  
The Company shall have its Common Stock delisted from a market (including the OTCQB marketplace)
or, if the Common Stock trades on an exchange, then trading in the Common Stock shall be suspended for more than 10 consecutive
days;


 



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(j)                 
If a majority of the members of the Board of Directors of the Company on the date hereof are
no longer serving as members of the Board;


 


(k)                
The Company shall not deliver to the Holder the Common Stock pursuant to paragraph 4 herein
without restrictive legend within 3 business days of its receipt of a Notice of Conversion; or


 


(l)                  
The Company shall not replenish the reserve set forth in Section 12, with- in 3 business days
of the request of the Holder; or


 


(m)              
The Company shall not be "current" in its filings with the Securities and Exchange
Commission; or


 


(n)                
The Company shall lose the ''bid" price for its stock and a market (including the OTCBB
marketplace or other exchange)


 


Then, or at any time thereafter, unless cured
within 5 days, and in each and every such case, un less such Event of Default shall have been waived in writing by the Holder (which
waiver shall not be deemed to be a waiver of any subsequent default) at the option of the Holder and in the Holder's sole discretion,
the Holder may consider this Note immediately due and payable, with out presentment, demand, protest or (further) notice of any
kind (other than notice of acceleration), all of which are hereby expressly waived, anything herein or in any note or other instruments
contained to the contrary notwithstanding, and the Holder may immediately, and without expiration of any period of grace, enforce
any and all of the Holder's rights and remedies provided herein or any other rights or remedies afforded by law. Upon an Event
of Default, interest shall accrue at a default interest rate of 16% per annum or, if such rate is usurious or not permit ted by
current law, then at the highest rate of interest permitted by law. In the event of a breach of Section 8(k) the penalty shall
be $250 per day the shares are not issued beginning on the 4th day after the conversion notice was delivered to the Company. This
penalty shall increase to $500 per day beginning on the 10th day. The penalty for a breach of Section 8(n) shall be an in crease
of the outstanding principal amounts by 20%. In case of a breach of Section 8(i), the out standing principal due under this Note
shall increase by 50%. If this Note is not paid at maturity, the outstanding principal due under this Note shall increase by 10%.


 


If the Holder shall commence an action or proceeding
to enforce any provisions of this Note, including, without limitation, engaging an attorney, then if the Holder prevails in such
action, the Holder shall be reimbursed by the Company for its attorneys' fees and other costs and expenses incurred in the investigation,
preparation and prosecution of such action or proceeding.


 


9.                  
In case any provision of this Note is held by a court of competent jurisdiction to be excessive
in scope or otherwise invalid or unenforceable, such provision shall be adjusted rather than voided, if possible, so that it is
enforceable to the maximum extent possible, and the validity and enforceability of the remaining provisions of this Note will not
in any way be affected or impaired thereby.


 


10.               
Neither this Note nor any term hereof may be amended, waived, dis- charged or terminated other
than by a written instrument signed by the Company and the Holder.


 


11.               
The Company represents that it is not a "shell" issuer and has never been a "shell'>
issuer or that if it previously has been a "shell" issuer that at least 12 months have passed since the Company has reported
form 10 type information indicating it is no longer a "shell issuer. Further. The Company will instruct its counsel to either
(i) write a 144- 3(a(9) opinion to al low for salability of the conversion shares or (ii) accept such opinion from Holder's counsel.


 


12.               
The Company shall issue irrevocable transfer agent instructions reserving 400,000,000 shares
of its Common Stock for conversions under this Note (the "Share Reserve"). The reserve shall be replenished as needed
to allow for conversions of this Note. Upon full conversion of this Note, any shares remaining in the Share Reserve shall be cancelled.
The Company shall pay all costs associated with issuing and delivering the shares.


 


13.               
The Company will give the Holder direct notice of any corporate actions, including but not
limited to name changes, stock splits, recapitalizations etc. This notice shall be given to the Holder as soon as possible under
law.


 


14.               
This Note shall be governed by and construed in accordance with the laws of New York applicable
to contracts made and wholly to be performed within the State of New York and shall be binding upon the successors and assigns
of each party hereto. The Holder and the Company hereby mutually waive trial by jury and consent to exclusive jurisdiction and
venue in the courts of the State of New York. This Agreement may be executed in counterparts, and the facsimile transmission of
an executed counterpart to this Agreement shall be effective as an original.


 



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IN WITNESS WHEREOF, the
Company has caused this Note to be duly executed by an officer thereunto duly authorized.


 


 


Dated: June 12, 2014


 


 


NYXIO TECHNOLOGIES CORP


 


By: /s/ Giorgio Johnson


Giorgio Johnson, Chief Executive Officer


 




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EXHIBIT A


 


NOTICE OF CONVERSION


 


(To be Executed by the Registered Holder in
order to Convert the Note)


 


The undersigned hereby irrevocably elects to
convert $ ________________ of the above Note into________ Shares of Common Stock of Nyxio Technologies Corp. ("Shares")
according to the conditions set forth in such Note, as of the date written below.


 


If Shares are to be issued in the name of a
person other than the undersigned, the undersigned will pay all transfer and other taxes and charges payable with respect thereto.


 


Date of Conversion:


Applicable Conversion


Signature:


[Print Name of Holder and Title of Signer


 


Address:


 


SSN or EIN:


Shares are to be registered in the following
name:


 


Name:


Address:


Tel:


Fax:


SSN or EIN:


 


Shares are to be sent or delivered to the following
account:


 


Account Name:


Address:


 








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