CONVERSION AGREEMENT
Exhibit
4.7
This
Agreement executed on March
28, 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 Xxxxxxx
X. Xxxxxxxxx of Bottom Line Financial, LLC
(the
“Consultant”), with an address at 0000 Xxxxxxxx Xxxxx, Xxx. 000, Xxxxxxx Xxxxx,
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 tax preparation and audit services to the Company
continuously from September 2004 and has rendered 5 (five) invoices to the
Company with a balance due of $8,730 (eight thousand seven hundred thirty
dollars). The
Parties hereby agree to convert $8,730 (eight thousand seven hundred thirty
dollars), the full amount of this obligation of the Company into 5,820 (five
thousand eight hundred twenty) 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 issue 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 (Xxxxxxx X. Xxxxxxxxx) | ||
/s/ Xxxxxxx Xxxxxxxx | /s/ Xxxxxxx X. Xxxxxxxxx | ||
President/CEO |
Xxxxxxx X. Xxxxxxxxx |