CONVERSION AGREEMENT
Exhibit
4.18
This
Agreement executed on April
14, 2006
is made
by and between Cobalis
Corp.,
a
Nevada corporation (the “Company”) with its principal place of business located
at 0000 XxXxxx Xxx, Xxxxx 000, Xxxxxx XX 00000 and Xxxxxxxxx
X. Xxxxxxxxx (the “Consultant”),
with a
principal place of business located at 0000 Xxxxx Xxxxx Xxxxxxx,Xxxxx 0000,
Xxxxx Xxxxxx, XX 00000.
NOW
THEREFORE, in consideration of the foregoing recitals and the covenants and
obligations set forth below and for other good and valuable consideration,
the
receipt and sufficiency of which are hereby acknowledged, the Parties agree
as
follows:
Consulting
Conversion:
The
Parties agree to convert
$15,000 (fifteen thousand dollars) of Consultant’s fees for her past litigation
services covering $13,806.52 thru March 31, 2006 and $1,193.48 of future
litigation services to the Company into 10,000 (ten thousand) fully-paid
and
non-assessable free trading shares, at the conversion rate of $1.50 per
share,
upon
the execution of this Agreement.
The
Company shall immediately file and effectuate an S-8 registration with the
Securities and Exchange Commission in order to fulfill its obligation to
the
Consultant.
IN
WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date
first written above.
| The Company (Cobalis, Corp.) | The Consultant (Xxxxxxxxx X. Xxxxxxxxx) | ||
| /s/ Xxxxxxx Xxxxxxxx | /s/ Xxxxxxxxx X. Xxxxxxxxx | ||
|
Xxxxxxx Xxxxxxxx
President/CEO
|
|
