0000950123-09-039374 Sample Contracts

CONVERTIBLE NOTE
Convertible Note • August 28th, 2009 • Lighting Science Group Corp • Electric lighting & wiring equipment • New York

FOR VALUE RECEIVED, the undersigned, LIGHTING SCIENCE GROUP CORPORATION, a Delaware corporation (“Borrower”), promises to pay to the order of PEGASUS PARTNERS IV, L.P., a Delaware limited partnership (“Lender”), the sum of THIRTY TWO MILLION EIGHT HUNDRED FORTY SIX THOUSAND SIX HUNDRED NINETEEN DOLLARS AND TWO CENTS ($32,846,619.02) or so much thereof as may be outstanding hereunder, together with interest.

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