Common use of Exchange of Existing Promissory Note Clause in Contracts

Exchange of Existing Promissory Note. The Company and the Noteholder hereby agree that, upon the terms and subject to the satisfaction or waiver, if permissible, of the conditions hereof, at the Closing, the Existing Promissory Note that the Noteholder beneficially owns shall be cancelled, extinguished, discharged and deemed satisfied in full by the Company, and all security interests, liens, mortgages, pledges, charges or other encumbrances granted to the Noteholder in connection with the Existing Promissory Note and any related instruments shall be automatically and irrevocably released and terminated without any further action by any party, in exchange for the issuance and delivery by the Company to Noteholder of (x) Warrants to purchase the number of shares of Company Common Stock set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “14C Warrant Shares”, (y) Takeback Promissory Note in the form attached hereto as Exhibit A and in the principal amount set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “Takeback Promissory Note”, free and clear of all Encumbrances (other than Permitted Encumbrances), and (z) Warrants to acquire the number of shares of Company Common Stock set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “Additional Warrant Shares”. The Noteholder hereby agrees that, upon the issuance and delivery by the Company to the Noteholder of (A) Warrants to purchase the number of shares of Company Common Stock set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “14C Warrant Shares”, (B) Takeback Promissory Note in the form attached hereto as Exhibit A and in the principal amount set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “Takeback Promissory Note”, and (C) Warrants to acquire the number of shares of Company Common Stock set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “Additional Warrant Shares”, the Existing Promissory Note (including any accrued and unpaid interest thereon) set forth opposite the name of the Noteholder on Schedule 1 attached hereto in the column entitled “Exchanged Notes” shall be cancelled, extinguished, discharged and deemed satisfied in full (without further action on the part of, or notice to, any Person).

Exchange of Existing Promissory Note. The Company EVO Parties and the Noteholder hereby agree that, upon the terms and subject to the satisfaction or waiver, if permissible, of the conditions hereofof this Agreement, at the Closing, the Existing Promissory Note that the Noteholder beneficially owns shall be cancelled, extinguished, discharged and deemed satisfied in full by the CompanyEVO Equipment Leasing, LLC, and all security interests, liens, mortgages, pledges, charges or other encumbrances granted to the Noteholder in connection with the Existing Promissory Note and any related instruments shall be automatically and irrevocably released and terminated without any further action by any party, in exchange for the issuance and delivery by the Company Company, on behalf and for the benefit of EVO Equipment Leasing, LLC, to Noteholder of (xw) Warrants to purchase the number of shares of Company Common Stock set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “14C Warrant Shares”, (yx) Takeback Promissory Note in the form attached hereto as Exhibit A and in the principal amount set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “Takeback Promissory Note”, free and clear of all Encumbrances (other than Permitted Encumbrances), and (zy) Warrants to acquire the number of shares of Company Common Stock set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “Additional Warrant Shares”, and (z) a cash payment in the amount of $75,000.00. The Noteholder hereby agrees that, upon the issuance and delivery by the Company to the Noteholder of (A) Warrants to purchase the number of shares of Company Common Stock set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “14C Warrant Shares”, (B) Takeback Promissory Note in the form attached hereto as Exhibit A and in the principal amount set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “Takeback Promissory Note”, and (C) Warrants to acquire the number of shares of Company Common Stock set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “Additional Warrant Shares”, and (D) a cash payment in the amount of $75,000.00, the Existing Promissory Note (including any accrued and unpaid interest thereon) set forth opposite the name of the Noteholder on Schedule 1 attached hereto in the column entitled “Exchanged Notes” shall be cancelled, extinguished, discharged and deemed satisfied in full (without further action on the part of, or notice to, any Person).

Exchange of Existing Promissory Note. The Company and the Noteholder hereby agree that, upon the terms and subject to the satisfaction or waiver, if permissible, of the conditions hereof, at the Closing, the Existing Promissory Note that the Noteholder beneficially owns shall be cancelled, extinguished, discharged and deemed satisfied in full by the Company, and all security interests, liens, mortgages, pledges, charges or other encumbrances granted to the Noteholder in connection with the Existing Promissory Note and any related instruments shall be automatically and irrevocably released and terminated without any further action by any party, in exchange for the issuance and delivery by the Company to Noteholder of (xw) Warrants to purchase the number of shares of Company Common Stock set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “14C Warrant Shares”, (yx) Takeback Promissory Note in the form attached hereto as Exhibit A and in the principal amount set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “Takeback Promissory Note”, free and clear of all Encumbrances (other than Permitted Encumbrances), and (zy) Warrants to acquire the number of shares of Company Common Stock set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “Additional Warrant Shares”, and (z) a cash payment in the amount of $75,000.00. The Noteholder hereby agrees that, upon the issuance and delivery by the Company to the Noteholder of (A) Warrants to purchase the number of shares of Company Common Stock set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “14C Warrant Shares”, (B) Takeback Promissory Note in the form attached hereto as Exhibit A and in the principal amount set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “Takeback Promissory Note”, and (C) Warrants to acquire the number of shares of Company Common Stock set forth opposite the name of such Noteholder on Schedule 1 attached hereto in the column entitled “Additional Warrant Shares”, and (D) a cash payment in the amount of $75,000.00, the Existing Promissory Note (including any accrued and unpaid interest thereon) set forth opposite the name of the Noteholder on Schedule 1 attached hereto in the column entitled “Exchanged Notes” shall be cancelled, extinguished, discharged and deemed satisfied in full (without further action on the part of, or notice to, any Person).