The Texas Convertible Note Agreement is a legally binding contract that outlines the terms and conditions of a convertible note, which is a type of debt instrument that can be converted into equity in a company. This agreement is specific to the state of Texas and follows the laws and regulations set forth by the Texas Securities Act. A Convertible Note Agreement in Texas contains various key elements, including the names and addresses of the parties involved, the principal amount of the note, the interest rate or method of calculation, and the maturity date. It also outlines the conversion terms, such as the conversion price, conversion ratio, and the events or conditions that trigger the conversion of the note into equity. One type of Texas Convertible Note Agreement is the Simple Convertible Note Agreement. This type of agreement is commonly used in early-stage funding rounds for startup companies. It usually has a relatively short duration, typically ranging from one to three years, and may include additional provisions, such as anti-dilution clauses or voting rights. Another type is the Secured Convertible Note Agreement, which includes additional security provisions to protect the note holder's interests. This may involve the pledge of tangible assets or the granting of a security interest in specific collateral. Furthermore, there is the Qualified Small Business Convertible Note Agreement, which aligns with the regulations set by the Texas State Securities Board for qualifying small businesses. This type of agreement complies with the exemptions provided under the Texas Securities Act and may offer certain benefits or advantages for both the issuer and the investor. It is important to note that the specific terms and conditions of the Texas Convertible Note Agreement can vary depending on the negotiations between the parties involved. Therefore, it is advisable to seek legal counsel to ensure compliance with applicable laws and to customize the agreement to meet the unique needs and circumstances of the transaction.