Unsecured Convertible Promissory Note Template for Australia

1. Security Interest: Used when any form of security is provided despite being generally unsecured

2. Subordination: Include when the note needs to be subordinated to other debt

3. Multiple Closings: Required when the note is part of a series of similar notes

4. Most Favored Nation: Protection if company issues notes with better terms

5. Board Observer Rights: If note holder is granted board observation rights

6. Information Rights: When holder is entitled to receive company financial information

7. Pre-emptive Rights: If holder gets rights to participate in future fundraising

8. Transfer Restrictions: If there are limitations on transferring the note

1. Schedule 1 - Note Details: Key commercial terms including principal amount, interest rate, maturity date

2. Schedule 2 - Conversion Calculations: Detailed methodology for calculating conversion price and number of shares

3. Schedule 3 - Form of Conversion Notice: Template notice for exercising conversion rights

4. Schedule 4 - Company Capitalization: Current cap table and capital structure

5. Appendix A - Qualified Financing Terms: Detailed definition and requirements for qualified financing

6. Appendix B - Required Shareholder Consents: List of required approvals for conversion