EXHIBIT 10.27 January 24, 2003Conversion Agreement • January 24th, 2003 • Ivoice Com Inc /De • Services-computer integrated systems design
This letter will set forth our respective agreement regarding the conversion of all shares of Class B common stock beneficially owned by me. I acknowledge that iVoice, Inc. intends to register the resale of 5,000,000,000 shares of Class A common stock under an Equity Line of Credit. I further acknowledge that iVoice does not have a sufficient number of authorized shares of Class A common stock in order to honor the exercise or conversion of all outstanding options, warrants, debentures and Class B common stock. Accordingly, I hereby agree not to convert any of my shares of Class B common stock until such time as (i) the registration statement registering the shares of Class A common stock underlying the Equity Line of Credit is no longer effective or (ii) until iVoice has increased the number of authorized shares of Class A common stock to an amount sufficient to honor the exercise or conversion of all outstanding options, warrants, debentures and Class B common stock.
