A convertible bond is a debt, with a capital mechanism (usually accrued interest) to convert it into equity in certain circumstances. The conversion is most often carried out in the case of “qualified financing” (i.e. a series of subsequent holdings greater than a certain level), but it would also occur in the event of a failure or sale, a change of control or liquidation of the business. This agreement and notes form the whole agreement between the parties on the content object and replace all prior or simultaneous agreements, assurances and agreements of the parties. This note binds the parties and their respective beneficiaries and the approved beneficiaries of the assignment, and is in favour of it. Neither party may cede its rights or obligations under this directive, whether through legal protection or otherwise, without the prior consent of the other party, unless the borrower can transfer that note in its entirety, without the lender`s consent, its parent company, subsidiary or subsidiary, or in the context of a merger, acquisition, corporate restructuring or sale of all or all or all of the assets substantially. This note and CNote`s terms define the parties` overall agreement and understanding of the relationship between the lender and the borrower and replaces any prior or written conversation or agreement between the parties referring to the purpose of this note.