LOAN CONVERSION AGREEMENT
THIS LOAN CONVERSION AGREEMENT (the "Agreement") is entered into as of October
4, 2001 (the "Effective Date") by and between Xxxx Family Irrevocable Trust 1
("Lender") whose address is 00000 Xxxxxxxx Xxxx X.X., Xxxxxxxxxx Xxxxxx,
Xxxxxxxxxx 00000, and Skinvisible, Inc., a Nevada corporation (the "Company"),
whose address is 0000 Xxxxx Xxxxxxxx Xxxx, Xxxxx 00, Xxx Xxxxx, XX 00000.
REFERENCE is hereby made to one (1) Promissory Note between the Company and
Lender dated June 15, 2001 (the "Note").
WHEREAS, the Lender advanced, in total, the sum of Fifty Thousand Dollars
($50,000), (the "Principal") to the Company in exchange for the Note.
WHEREAS, interest has accrued and is payable in the amount of One Thousand Five
Hundred Twenty Dollars and 55 cents ($1520.55) as of October 4, 2001.
NOW THEREFORE, in consideration of the covenants contained herein, the above
recitals and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the parties hereto agree as follows:
The Principal amount of the Notes will be converted into Five Hundred Thousand
(500,000) shares of common stock of Skinvisible, Inc. at the rate of $0.10 per
share. The share certificate will be issued in the name Xxxx Family Irrevocable
Trust 1. In addition, the Company will issue a warrant agreement in the name of
Xxxx Family Irrevocable Trust 1, which will give the holder the right to
purchase further shares at $0.30 per share if exercised in year one, and $0.40
per share if exercised in year two. The warrant agreement will give the holder
the right to purchase one share for every two shares acquired by the holder in
this transaction for an aggregate total of 250,000 additional shares at the
above prices.
The accrued interest payable on the Note will be paid upon execution of this
Agreement.
IN WITNESS WHEREOF, the parties, intending to be bound hereby, have executed
this Agreement as of the date first written above.
/s/ "signed"
____________________________________
By: Xxxx Family Irrevocable Trust 1
Authorized Signatory
SKINVISIBLE, INC.
/s/ Xxxxx Xxxxxxx
____________________________________
By: Xxxxx Xxxxxxx, President
