Common use of Conversion of the Note Clause in Contracts

Conversion of the Note. Upon the Next Qualified Equity Financing (as defined below), the principal amount of the Note plus any accrued but unpaid interest will be automatically converted into that number of shares of the Company's Next Stock issued in the Next Qualified Equity Financing as is equal to the then principal balance of the Note plus any accrued but unpaid interest divided by the price per share of the Company's Next Stock; PROVIDED, HOWEVER, the amounts outstanding under the Note shall not be subject to conversion without the written consent of the Investor unless, as of the closing of such Next Qualified Equity Financing, the Chief Executive Officer candidate previously identified to Greenwich, has entered into an employment contract with the Company and commenced employment with the Company.

Conversion of the Note. Upon the Next Qualified Equity Financing ---------------------- (as defined below), the principal amount of the Note plus any accrued but unpaid interest will be automatically converted into that number of shares of the Company's Next Stock issued in the Next Qualified Equity Financing as is equal to the then principal balance of the Note plus any accrued but unpaid interest divided by the price per share of the Company's Next Stock; PROVIDEDprovided, HOWEVERhowever, -------- ------- the amounts outstanding under the Note shall not be subject to conversion without the written consent of the Investor unless, as of the closing of such Next Qualified Equity Financing, the Chief Executive Officer candidate previously identified to Greenwich, has entered into an employment contract with the Company and commenced employment with the Company.