THIS CONVERTIBLE NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS. THIS CONVERTIBLE NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. HOLDERS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS OF THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME. THE ISSUER HEREOF MAY REQUIRE AN OPINION OF COUNSEL IN THE FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.

[COMPANY]

CONVERTIBLE PROMISSORY NOTE

$[•] [_______], 2017

Subject to the terms and conditions of this Convertible Promissory Note (this “Convertible Note”), for good and valuable consideration received, [COMPANY], a [STATE] limited liability company (the “Company”), promises to pay to [__________] the principal amount of [________], together with simple interest accrued on the unpaid principal amount of this Convertible Note from the issue date hereof until paid at the rate of six percent (6.0%) per annum, based on a 365-day year, on the terms set forth in Section 2 herein.

This Convertible Note is one of a series of convertible promissory notes (collectively referred to as the “Notes”) issued or to be issued by the Company pursuant to that certain Note Subscription Agreement dated [•], 2017 (the “Subscription Agreement”), all of which contain similar terms, except as to the name of the holder, the principal amount, the date of issuance, the Maturity Date and other provisions. The Notes shall be pari passu with respect to each other. Any payments on the Notes shall be made pro rata among all registered holders of the Notes (each a “Noteholder” and together the “Noteholders”) based upon the aggregate unpaid principal amount of the Notes held by the Noteholders. If the Noteholder obtains any payment (whether voluntary, involuntary, by application of offset or otherwise) of principal, interest, premium or other amount with respect to this Convertible Note in excess of the Noteholder’s pro rata share of such payments obtained by all of the Noteholders, then, by acceptance of this Convertible Note, the Noteholder agrees to distribute to the other Noteholders an amount sufficient to cause all of the Noteholders to receive their respective pro rata share of any payment of principal, interest, premium or other amount with respect to the Notes.