Common use of ACE Clause in Contracts

ACE. COMM shall take all steps necessary to duly call, give notice of, convene and hold a meeting of its stockholders within 45 days after the Registration Statement becomes effective for the purpose of approving the ACE*COMM Issuance (the “ACE*COMM Special Meeting”). The Board of Directors of ACE*COMM shall recommend to ACE*COMM’s stockholders approval of the ACE*COMM Issuance. Once the ACE*COMM Special Meeting has been called and noticed, ACE*COMM shall not postpone or adjourn the ACE*COMM Special Meeting without the consent of i3. ACE*COMM shall use its reasonable best efforts to obtain from the stockholders of ACE*COMM the approval of the ACE*COMM Issuance and shall take all other actions necessary or advisable to secure such approval. ACE*COMM shall notify i3 in writing whether such approval was obtained as promptly as practicable after ACE*COMM Issuance makes such determination.