Common use of Instructions Applicable to Transfer Agent Clause in Contracts

Instructions Applicable to Transfer Agent. With respect to the Conversion Shares, Warrant Shares and the Interest Shares, the Transfer Agent shall issue the Conversion Shares, Warrant Shares and the Interest Shares to the Buyers from time to time upon delivery to the Transfer Agent of a properly completed and duly executed Conversion Notice (the "Conversion Notice") in the form attached as Exhibit A to the Debentures, or a properly completed and duly executed Exercise Notice (the "Exercise Notice") in the form attached as Exhibit A to the Warrants, delivered to the Transfer Agent by the David Gonzalez, Esq. (the "Escrow Agent") on behalf of ▇▇▇ ▇▇▇▇any. Upon receipt of a Conversion Notice or an Exercise Notice, the Transfer Agent shall within three (3) Trading Days thereafter (i) issue and surrender to a common carrier for overnight delivery to the address as specified in the Conversion Notice or the Exercise Notice, a certificate, registered in the name of the Buyer or its designees, for the number of shares of Common Stock to which the Buyer shall be entitled as set forth in the Conversion Notice or Exercise Notice or (ii) provided the Transfer Agent is participating in The Depository Trust Company ("DTC") Fast Automated Securities Transfer --- Program, upon the request of the Buyers, credit such aggregate number of shares of Common Stock to which the Buyers shall be entitled to the Buyer's or their designees' balance account with DTC through its Deposit Withdrawal At Custodian ("DWAC") system provided the Buyer causes its bank or broker to initiate the DWAC transaction. For purposes hereof "Trading Day" shall mean any day on which the Nasdaq Market is open for customary trading.

Instructions Applicable to Transfer Agent. With respect to the Conversion Shares, Warrant Shares and the Interest Shares, the Transfer Agent shall issue the Conversion Shares, Warrant Shares and the Interest Shares to the Buyers from time to time upon delivery to the Transfer Agent of a properly completed and duly executed Conversion Notice (the "Conversion Notice") in the form attached as Exhibit A to the Debentures, or a properly completed and duly executed Exercise Notice (the "Exercise Notice") in the form attached as Exhibit A to the WarrantsWarrant, delivered to the Transfer Agent by the David Gonzalez, Esq. (., counsel to the "Escrow Agent") Buyer, on behalf of beh▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇anypany. Upon receipt of a Conversion Notice or an Exercise Notice, the Transfer Agent shall within three (3) Trading Days thereafter (i) issue and surrender to a common carrier for overnight delivery to the address as specified in the Conversion Notice or the Exercise Notice, a certificate, registered in the name of the Buyer or its designees, for the number of shares of Common Stock to which the Buyer shall be entitled as set forth in the Conversion Notice or Exercise Notice or (ii) provided the Transfer Agent is participating in The Depository Trust Company ("DTC") Fast Automated Securities Transfer --- Program, upon the request of the Buyers, credit such aggregate number of shares of Common Stock to which the Buyers shall be entitled to the Buyer's or their designees' balance account with DTC through its Deposit Withdrawal At Custodian ("DWAC") system provided the Buyer causes its bank or broker to initiate the DWAC transaction. For purposes hereof "Trading Day" shall mean any day on which the Nasdaq Market is open for customary trading.

Instructions Applicable to Transfer Agent. With respect to the Conversion Shares, Warrant Shares and the Interest Shares, the Transfer Agent shall issue the Conversion Shares, Warrant Shares and the Interest Shares to the Buyers from time to time upon delivery to the Transfer Agent of a properly completed and duly executed Conversion Notice (the "Conversion Notice") ), in the form attached as Exhibit A an exhibit to the Debentures, or a properly completed and duly executed Exercise Notice (delivered on behalf of the "Exercise Notice") in the form attached as Exhibit A to the Warrants, delivered Company to the Transfer Agent by the David Gonzalez, Esq. ., as escrow agent (the "Escrow Agent") on behalf of ▇▇▇▇▇▇ ▇▇▇▇anynt"). Upon receipt of a Conversion Notice or an Exercise Notice, the Transfer Agent shall within three (3) Trading Days thereafter (i) issue and surrender to a common carrier for overnight delivery to the address as specified in the Conversion Notice or the Exercise Notice, a certificate, registered in the name of the Buyer Buyers or its their designees, for the number of shares of Common Stock to which the Buyer Buyers shall be entitled as set forth in the Conversion Notice or Exercise Notice or (ii) provided the Transfer Agent is are participating in The Depository Trust Company ("DTC") Fast Automated Securities Transfer --- Program, upon the request of the Buyers, credit such aggregate number of shares of Common Stock to which the Buyers shall be entitled to the Buyer's Buyers' or their designees' balance account with DTC through its Deposit Withdrawal At Custodian ("DWAC") system provided the Buyer Buyers causes its bank or broker to initiate the DWAC transaction. For purposes hereof "Trading Day" shall mean any day on which the Nasdaq Market is open for customary trading.

Instructions Applicable to Transfer Agent. With respect to the Conversion Shares, Warrant Shares and the Interest Shares, the Transfer Agent shall issue the Conversion Shares, Warrant Shares and the Interest Shares to the Buyers from time to time upon delivery to the Transfer Agent of a properly completed and duly executed Conversion Notice (the "Conversion NoticeCONVERSION NOTICE") in the form attached as Exhibit A to the Debentures, or a properly completed and duly executed Exercise Notice (the "Exercise NoticeEXERCISE NOTICE") in the form attached as Exhibit A to the WarrantsWarrant, delivered to the Transfer Agent by the David Gonzalez, Esq. (the "Escrow Agent") ., as Agent on behalf of ▇▇▇ ▇▇▇▇anythe Company ("Conversion Agent"). Upon receipt of a Conversion Notice or an Exercise Notice, the Transfer Agent shall within three (3) Trading Days thereafter (i) issue and surrender to a common carrier for overnight delivery to the address as specified in the Conversion Notice or the Exercise Notice, a certificate, registered in the name of the Buyer or its designees, for the number of shares of Common Stock to which the Buyer shall be entitled as set forth in the Conversion Notice or Exercise Notice or (ii) provided the Transfer Agent is participating in The Depository Trust Company ("DTC") Fast Automated Securities Transfer --- Program, upon the request of the Buyers, credit such aggregate number of shares of Common Stock to which the Buyers shall be entitled to the Buyer's or their designees' balance account with DTC through its Deposit Withdrawal At Custodian ("DWAC") system provided the Buyer causes its bank or broker to initiate the DWAC transaction. For purposes hereof "Trading DayTRADING DAY" shall mean any day on which the Nasdaq Market is open for customary trading.

Instructions Applicable to Transfer Agent. With respect to the Conversion Shares, Warrant Shares and the Interest Shares, the Transfer Agent shall issue the Conversion Shares, Warrant Shares and the Interest Shares to the Buyers from time to time upon delivery to the Transfer Agent of a properly completed and duly executed Conversion Notice (the "Conversion Notice") ), in the form attached hereto as Exhibit A to the Debentures, or a properly completed and duly executed Exercise Notice (the "Exercise Notice") in the form attached as Exhibit A to the WarrantsI, delivered on behalf of the Company to the Transfer Agent by the David Gonzalez, Esq. (the "Escrow Agent") on behalf of ). Upon ▇▇▇▇▇▇▇ ▇▇▇▇any. Upon receipt of a ▇ ▇ Conversion Notice or an Exercise Notice, the Transfer Agent shall within three (3) Trading Days thereafter (i) issue and surrender to a common carrier for overnight delivery to the address as specified in the Conversion Notice or the Exercise Notice, a certificate, registered in the name of the Buyer Buyers or its their designees, for the number of shares of Common Stock to which the Buyer Buyers shall be entitled as set forth in the Conversion Notice or Exercise Notice or (ii) provided the Transfer Agent is are participating in The Depository Trust Company ("DTC") Fast Automated Securities Transfer --- Program, upon the request of the Buyers, credit such aggregate number of shares of Common Stock to which the Buyers shall be entitled to the Buyer's Buyers' or their designees' balance account with DTC through its Deposit Withdrawal At Custodian ("DWAC") system provided the Buyer Buyers causes its bank or broker to initiate the DWAC transaction. For purposes hereof "Trading Day" shall mean any day on which the Nasdaq Market is open for customary trading.

Instructions Applicable to Transfer Agent. With respect The parties here to acknowledge that the Conversion SharesInvestor, Warrant Shares and the Interest Shares, the Transfer Agent shall issue the Conversion Shares, Warrant Shares and the Interest Shares irrevocably be entitled to the Buyers from time to time upon delivery deliver to the Transfer Agent on behalf of the Company (i) a properly completed and duly executed Conversion Notice (the "“Conversion Notice"”) in the form attached as Exhibit A to the DebenturesDebenture, or a properly completed and duly executed in the event that the Warrant is issued (ii) an Exercise Notice (the "“Exercise Notice"”) in the form attached as Exhibit A to the Warrants, delivered to Warrant. Upon the Transfer Agent by the David Gonzalez, Esq. (the "Escrow Agent") on behalf of ▇▇▇ ▇▇▇▇any. Upon ’s receipt of a properly completed and duly executed Conversion Notice or an and/or Exercise Notice, Notice the Transfer Agent shall without the confirmation or instructions from the Company and within three (3) 3 Trading Days thereafter (i) issue and surrender to a common carrier for overnight delivery to the address as specified in the Conversion Notice or the and/or Exercise Notice, a certificate, registered in the name of the Buyer Investor or its designees, for the number of shares of Common Stock to which the Buyer Investor shall be entitled as set forth in the Conversion Notice or and/or Exercise Notice or (ii) provided the Transfer Agent is participating in The Depository Trust Company ("“DTC"”) Fast Automated Securities Transfer --- Program, upon the request of the BuyersInvestor, credit such aggregate number of shares of Common Stock to which the Buyers Investor shall be entitled to the Buyer's Investor’s or their its designees' ’ balance account with DTC through its Deposit Withdrawal At Custodian ("“DWAC"”) system provided the Buyer Investor causes its bank or broker to initiate the DWAC transaction. For purposes hereof "“Trading Day" ” shall mean any day on which the Nasdaq Market is open for customary trading.