SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT IN THE MAXIMUM AMOUNT OF US$5,000,000 BY AND AMONG TCA CRESENT CONSTRUCTION COMPANY, LLC, and INTELLIGENT HIGHWAY SOLUTIONS, INC., as Joint and Several Co-Borrowers, CRESENT CONSTRUCTION COMPANY,...Senior Secured Revolving Credit Facility Agreement • March 24th, 2017 • Intelligent Highway Solutions, Inc. • Communications equipment, nec • Nevada
This SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT (as amended, restated, modified or supplemented from time to time, this “Agreement”), dated as of February 28, 2017 and made effective as of March 9, 2017 (the “Effective Date”), is executed by and among: (i) TCA CRESENT CONSTRUCTION COMPANY, LLC, a limited liability corporation organized and existing under the laws of the State of Florida (“TCA Cresent”), and INTELLIGENT HIGHWAY SOLUTIONS, INC., a corporation incorporated under the laws of the State of Nevada (“Intelligent Highway”) (each a “Borrower” and together, jointly and severally, the “Borrowers”); (ii) CRESENT CONSTRUCTION COMPANY, INC., a corporation incorporated under the laws of the State of North Carolina (“Cresent”), and any Person to hereafter become a Subsidiary of a Borrower pursuant to Section 10.18 hereof, and any Person that from time to time may hereafter become liable for the Obligations, or any part thereof, as joint and several guarantors (together, jointly
MEMBERSHIP UNIT PURCHASE AGREEMENTMembership Unit • March 24th, 2017 • Intelligent Highway Solutions, Inc. • Communications equipment, nec • Nevada
WHEREAS, the Parties have entered into that certain Senior Secured Revolving Credit Facility Agreement, dated as of February 28, 2017 and made effective as of March 9, 2017 (the “Credit Agreement”), by and among TCA, as lender, Intelligent Highway, as joint and several co-borrower and joint and several guarantor, TCA Cresent Construction Company, LLC, as joint and several co-borrower (“TCA Cresent”), and Cresent Construction Company, Inc., a North Carolina corporation, as guarantor;
OPERATING AGREEMENT OF TCA CRESENT CONSTRUCTION COMPANY, LLCOperating Agreement • March 24th, 2017 • Intelligent Highway Solutions, Inc. • Communications equipment, nec • Florida
OPERATING AGREEMENT of TCA Cresent Construction Company, LLC (the “Company”) made as of March 9, 2017 (the “Effective Date”), by and among the Members who have subscribed to and executed this Agreement.
SHARE ACQUISITION AGREEMENT by and among TCA CRESENT CONSTRUCTION COMPANY, LLC, and CRESENT CONSTRUCTION COMPANY, INC., and DEWEY KEITH GABRIEL, 100% SHAREHOLDER/OWNER, and INTELLIGENT HIGHWAY SOLUTIONS, INC. DATED AS OF MARCH 9, 2017Share Acquisition Agreement • March 24th, 2017 • Intelligent Highway Solutions, Inc. • Communications equipment, nec • Arizona
This Share Acquisition Agreement (this “Agreement”) is made and entered into as of the 9th day of March, 2017, by and among: TCA Cresent Construction Company, LLC, a Florida limited liability company (“TCA CRESENT”), Intelligent Highway Solutions, Inc., a Nevada corporation (“INTELLIGENT”), and Dewey K. Gabriel, (the “Shareholder”) in connection with the acquisition of all of the shares of Cresent Construction Company, Inc., a North Carolina corporation (“the Company” or “Company”) in a share purchase by TCA CRESENT. TCA CRESENT, INTELLIGENT, the Company, and the Shareholder are at times collectively referred to herein individually as a “Party” and collectively as the “Parties.”
CALL OPTION AGREEMENTCall Option Agreement • March 24th, 2017 • Intelligent Highway Solutions, Inc. • Communications equipment, nec • Nevada
WHEREAS, the Parties have entered into that certain Senior Secured Revolving Credit Facility Agreement, dated as of February 28, 2017 and made effective as of March 9, 2017 by and among IHSI, TCA, Cresent Construction Company, Inc., a corporation incorporated under the laws of the State of North Carolina, TCA Cresent Construction Company, LLC, a limited liability company organized and existing under the laws of the State of Florida (the “Company”) and certain other Credit Parties (as defined therein) (the “Credit Agreement”);
