Conversion Agreement between Nexland, Inc. and Israel Daniel Sultan (October 26, 2000)
Summary
This agreement is between Nexland, Inc. and Israel Daniel Sultan. It converts a debt of $194,623, owed by Nexland, Inc. to Sultan under a previous promissory note, into 194,623 shares of Nexland, Inc. common stock. Upon execution, Sultan returns the original note and releases the company from any further claims related to the note. This agreement replaces any prior related agreements and is effective as of October 26, 2000.
EX-10.7 4 nconvagmt.txt Exhibit 10.7 CONVERSION AGREEMENT -------------------- THIS CONVERSION AGREEMENT (the "Agreement") is entered into as of this the 26th day of October 2000 (the "Effective Date") by and between Nexland, Inc., a Delaware corporation (the "Company"), and Israel Daniel Sultan ("Sultan"). WHEREAS Nexland L.P., a Florida Limited Partnership (the "Partnership"), executed as "Maker" that certain promissory note naming Sultan as Holder (the "Note") on or about August 1, 1997; and WHEREAS in connection with a share exchange transaction, all of the partnership interests in the Partnership were ultimately transferred to Nexland, Inc., an Arizona corporation (the "Company"); and WHEREAS Sultan and the Company have mutually agreed to convert the amount of principal and interest current owed Sultan under the Note (the "Conversion Amount") into shares of common stock of the Company in the amount and on the terms more particularly set forth herein; NOW THEREFORE, the parties hereto agree as follows: 1. The above provisions are expressly incorporated herein and made a part hereof. 2. As of the Effective Date, it is mutually agreed by the parties hereto that the Company is indebted to Sultan under the Note in the total amount of $194,623 (such combined total of principal and interest owing thereon being referred to herein as the "Debt"). 3. The Company will issue to Sultan, and Sultan will accept in full satisfaction of such Debt, the amount of 194,623 shares of the common stock of the Company. 4. Simultaneously with the execution herewith, Sultan will return to the Company the original Note. 5. In executed this Agreement, Sultan agrees to release the Company from actions, causes of actions, suits, debts, dues, sums of money, promises, variances, trespasses, damages, judgments, executions, claims and demands whatsoever, in law or in equity, arising out of the Note which he had, now has, or may have. 6. This Agreement constitutes the complete understanding and agreement of the parties hereto, fully supersedes any and all prior understandings or agreements between the parties, and may not be changed except in writing signed both of the parties hereto. IN WITNESS WHEREOF the undersigned parties have made and subscribed to this Agreement as of this the 26th day of October, 2000. NEXLAND, INC., a Florida corporation By:/s/Greg Levine ---------------------- Greg Levine, President /s/Israel Daniel Sultan ----------------------- Israel Daniel Sultan