CONVERSION AGREEMENT
Exhibit
4.15
This
Agreement executed on March
12, 2007
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 Xxxxx
Xxxxx
(the
“Consultant”), with an address at 0 Xxxx 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
Fees Conversion:
The
Consultant has rendered general office administration support services to
the
Company continuously from January 1, 2007, at the rate of $3,000 a month,
with a
balance due of $9,000 (nine thousand) as of March 31.
The
Parties hereby agree to convert $9,000 (nine thousand), into 9,184 (nine
thousand one hundred eighty-four) fully-paid and non-assessable free trading
shares, at the conversion rate of $0.98 (closing price of the Company’s stock on
March 9, 2007) per share, upon the execution of this Agreement.
Furthermore,
the Parties agree to convert $9,000 (nine thousand) of Consultant’s fees for his
future services to the Company (April-June 2007) into 9,184 (nine thousand
one
hundred eighty-four) fully-paid and non-assessable free trading shares, at
the
conversion rate of $0.98 (closing price of the Company’s stock on March 9, 2007)
per share, upon the execution of this Agreement and submission of applicable
invoice(s) for the actual subsequent services.
The
Company agrees to take immediate steps to file 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 (Xxxxx Xxxxx) | ||
| /s/ | /s/ | ||
|
Xxxxxxx Xxxxxxxx |
Xxxxx Xxxxx |
||
| President |
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