Common use of Issuance of Conversion Shares Clause in Contracts

Issuance of Conversion Shares. The parties hereto acknowledge that pursuant to the terms of the Revolving Note, Lender has the right, pursuant to the terms of the Revolving Note, to convert amounts due under the Revolving Note into Common Stock in accordance with the terms of the Revolving Note. In the event, for any reason, the Issuing Borrower fails to issue, or cause the Transfer Agent to issue, any portion of the Common Stock issuable upon conversion of the Revolving Note (the “Conversion Shares”) to Lender in connection with the exercise by Lender of any of its conversion rights under the Revolving Note, then the parties hereto acknowledge that Lender shall irrevocably be entitled to deliver to the Transfer Agent, on behalf of itself and the Issuing Borrower, a “Conversion Notice” (as defined in the Revolving Note) requesting the issuance of the Conversion Shares then issuable in accordance with the terms of the Revolving Note, and the Transfer Agent, provided they are the acting transfer agent for the Issuing Borrower at the time, shall, and the Issuing Borrower hereby irrevocably authorizes and directs the Transfer Agent to, without any further confirmation or instructions from the Issuing Borrower, issue the Conversion Shares applicable to the Conversion Notice then being exercised, and surrender to a nationally recognized overnight courier for delivery to Lender at the address specified in the Conversion Notice, a certificate of the Common Stock of the Issuing Borrower, registered in the name of Lender or its designee, for the number of Conversion Shares to which Lender shall be then entitled under the Revolving Note, as set forth in the Conversion Notice.

Issuance of Conversion Shares. The parties hereto acknowledge that pursuant to the terms of the Revolving NoteDebenture and the Fee Debentures, Lender Buyer has the right, pursuant to the terms at its discretion following an Event of the Revolving NoteDefault, to convert amounts due under the Revolving Note Debenture and the Fee Debentures into Common Stock in accordance with the terms of the Revolving NoteDebenture and the Fee Debentures. In the event, for any reason, the Issuing Borrower Company fails to issue, or cause the its Transfer Agent to issue, any portion of the Common Stock issuable upon conversion of the Revolving Note Debenture or the Fee Debentures (the “"Conversion Shares”") to Lender Buyer in connection with the exercise by Lender Buyer of any of its conversion rights under the Revolving NoteDebenture and the Fee Debentures, then the parties hereto acknowledge that Lender Buyer shall irrevocably be entitled to deliver to the Transfer Agent, on behalf of itself and the Issuing BorrowerCompany, a “"Conversion Notice” " (as defined in the Revolving NoteDebenture and the Fee Debentures) requesting the issuance of the Conversion Shares then issuable in accordance with the terms of the Revolving NoteDebenture and the Fee Debentures, and the Transfer Agent, provided they are the acting transfer agent for the Issuing Borrower Company at the time, shall, and the Issuing Borrower Company hereby irrevocably authorizes and directs the Transfer Agent to, without any further confirmation or instructions from the Issuing BorrowerCompany, issue the Conversion Shares applicable to the Conversion Notice then being exercised, and surrender to a nationally recognized overnight courier for delivery to Lender Buyer at the address specified in the Conversion Notice, a certificate of the Common Stock of the Issuing BorrowerCompany, registered in the name of Lender Buyer or its designeenominee, for the number of Conversion Shares to which Lender Buyer shall be then entitled under the Revolving NoteDebenture and the Fee Debentures, as set forth in the Conversion Notice.

Issuance of Conversion Shares. The parties hereto acknowledge that pursuant to the terms of the Revolving NoteNotes and the Fee Notes, Lender has the right, pursuant to the terms of the Revolving Noteat its discretion, to convert amounts due under the Revolving Note Notes or the Fee Notes into Common Stock in accordance with the terms of the Revolving NoteNotes and the Fee Notes. In the event, for any reason, the Issuing Borrower fails to issue, or cause the Transfer Agent to issue, any portion of the Common Stock issuable upon conversion of the Revolving Note Notes or the Fee Notes (the “Conversion Shares”) to Lender in connection with the exercise by Lender of any of its conversion rights under the Revolving NoteNotes, then the parties hereto acknowledge that Lender shall irrevocably be entitled to deliver to the Transfer Agent, on behalf of itself and the Issuing Borrower, a “Conversion Notice” (as defined in the Revolving Note and the Fee Note) requesting the issuance of the Conversion Shares then issuable in accordance with the terms of the Revolving NoteNotes and the Fee Notes, and the Transfer Agent, provided they are the acting transfer agent for the Issuing Borrower at the time, shall, and the Issuing Borrower hereby irrevocably authorizes and directs the Transfer Agent to, without any further confirmation or instructions from the Issuing Borrower, issue the Conversion Shares applicable to the Conversion Notice then being exercised, and surrender to a nationally recognized overnight courier for delivery to Lender at the address specified in the Conversion Notice, a certificate of the Common Stock of the Issuing Borrower, registered in the name of Lender or its designee, for the number of Conversion Shares to which Lender shall be then entitled under the Revolving NoteNotes or the Fee Notes, as set forth in the Conversion Notice.

Issuance of Conversion Shares. The parties hereto acknowledge that pursuant to the terms of the Revolving Note, Lender has the right, pursuant to the terms of under certain circumstances as more specifically set forth in the Revolving Note, to convert amounts due under the Revolving Note into Common Stock in accordance with the terms of the Revolving Note. In the event, for any reason, the Issuing Borrower fails to issue, or cause the Transfer Agent to issue, any portion of the Common Stock issuable upon conversion of the Revolving Note (the “Conversion Shares”) to Lender in connection with the exercise by Lender of any of its conversion rights under the Revolving Note, then the parties hereto acknowledge that Lender shall irrevocably be entitled to deliver to the Transfer Agent, on behalf of itself and the Issuing Borrower, a “Conversion Notice” (as defined in the Revolving Note) requesting the issuance of the Conversion Shares then issuable in accordance with the terms of the Revolving Note, and the Transfer Agent, provided they are the acting transfer agent for the Issuing Borrower at the time, shall, and the Issuing Borrower hereby irrevocably authorizes and directs the Transfer Agent to, without any further confirmation or instructions from the Issuing Borrower, issue the Conversion Shares applicable to the Conversion Notice then being exercised, and surrender to a nationally recognized overnight courier for delivery to Lender at the address specified in the Conversion Notice, a certificate of the Common Stock of the Issuing Borrower, registered in the name of Lender or its designee, for the number of Conversion Shares to which Lender shall be then entitled under the Revolving Note, as set forth in the Conversion Notice.

Issuance of Conversion Shares. The parties hereto acknowledge that pursuant to the terms of the Revolving Note and the Fee Note, Lender has the right, pursuant to after the terms occurrence of the Revolving Notean Event of Default, to convert amounts due under the Revolving Note and the Fee Note into Common Stock in accordance with the terms of the Revolving Notes and the Fee Note. In the event, for any reason, the Issuing Borrower Intelligent Highway fails to issue, or cause the Transfer Agent to issue, any portion of the Common Stock issuable upon conversion of the Revolving Notes and the Fee Note (the “Conversion Shares”) to Lender in connection with the exercise by Lender of any of its conversion rights under the Revolving Note and the Fee Note, then the parties hereto acknowledge that Lender shall irrevocably be entitled to deliver to the Transfer Agent, on behalf of itself and the Issuing Borrower, a “Conversion Notice” (as defined in the Revolving Note and the Fee Note, respectively) requesting the issuance of the Conversion Shares then issuable in accordance with the terms of the Revolving Note and the Fee Note, and the Transfer Agent, provided they are the acting transfer agent for the Issuing Borrower Intelligent Highway at the time, shall, and the Issuing Borrower Intelligent Highway hereby irrevocably authorizes and directs the Transfer Agent to, without any further confirmation or instructions from the Issuing BorrowerIntelligent Highway, issue the Conversion Shares applicable to the Conversion Notice then being exercised, and surrender to a nationally recognized overnight courier for delivery to Lender at the address specified in the Conversion Notice, a certificate of the Common Stock of the Issuing BorrowerIntelligent Highway, registered in the name of Lender or its designee, for the number of Conversion Shares to which Lender shall be then entitled under the Revolving Note and the Fee Note, as set forth in the Conversion Notice.