Green Equity Holdings, Inc. - Exhibit 10.32 - Filed by newsfilecorp.com






CONVERTIBLE PROMISSORY NOTE

	$8,500.00 	August 6, 2009 


     FOR VALUE RECEIVED, the
sufficiency of which is hereby acknowledged, the undersigned, CX2
Technologies, Inc. , a Nevada corporation (the "Maker"), promises to
pay to the order of GEOCommand,Inc(the "Holder"), the principal
sum of EIGHTEEN THOUSAND FIVE HUNDRED and NO/100 DOLLARS ($8,500.00) (the
" Principal "), without interest except as hereinafter set forth.

1.      PAYMENT OF PRINCIPAL: The outstanding principal
balance of this Note shall be due upon demand. All payments hereunder shall be
made at the principal residence of the Holder, or such other place as the Holder
may from time to time designate in writing.

2.      CONVERSION: Beginning ninety (90) days after the date
set forth above and continuing until the Convertible Promissory Note (“the
Note”) has been paid in full, the right to convert all amounts then due under
the Note at a conversion rate (“Conversion Rate”) that is a discount of thirty
percent (30%) to the lowest bid price during the prior ten (10) trading
days.

3.      EVENTS OF DEFAULT: If one or more of the following
described events shall have occurred and be continuing, then this Note shall be
in default (each, a "Default"):

     3.1.      Failure to Pay The
Maker shall fail to pay the Principal balance of this Note or of Interest on
this Note on or within five (5) days after the date upon which such payment
becomes due; or

     3.2.      Bankruptcy The Maker
shall be adjudicated as bankrupt or insolvent, or admit in writing its inability
to pay its debts as they mature, or make an assignment for the benefit of
creditors; or the Maker shall apply for or consent to the appointment of a
receiver, trustee, or similar officer for it or for all or any substantial part
of its property; or such receiver, trustee or similar officer shall be appointed
without the application or consent of the Maker and such appointment shall
continue un-discharged for a period of sixty (60) days; or the Maker shall
institute (by petition, application, answer, consent or otherwise) any
bankruptcy, insolvency, reorganization, arrangement, readjustment of debt,
dissolution, liquidation or similar proceeding relating to it under the laws of
any jurisdiction; or any such proceeding shall be instituted (by petition,
application or otherwise) against the Maker and shall remain un-dismissed for a
period of sixty (60) days; or any judgment, writ, warrant of attachment or
execution or similar process shall be issued or levied against a substantial
part of the property of the Maker and such judgment, writ, or similar process
shall not be released, vacated or fully bonded within sixty (60) days after its
issue or levy.

4.      DEFAULT REMEDIES: Upon the occurrence of a Default,
the entire unpaid Principal, together with accrued and unpaid Interest, shall be
forthwith due and payable without notice or demand.

5.      PREPAYMENT: This Note may be prepaid in whole or in
part without penalty.

6.      WAIVER OF NOTICE, ETC: The Maker waives demand,
presentment, protest, dishonor and notice of maturity, non-payment or protest
and all other requirements to hold the Maker liable.

7.      BUSINESS DAYS: If a payment of Principal or Interest
on this Note becomes due on a Saturday, Sunday or other legal holiday on which
state or federal banks in the State of Florida are closed, then the due date
shall be extended to the next succeeding business day.

8.      AMENDMENT; WAIVER: This Note may not be amended,
extended, renewed or modified nor shall any waiver of any provision hereof be
effective, except by an instrument in writing executed by the Holder or his
authorized representative.




9.      GOVERNING LAW: This Note shall be construed,
interpreted, enforced and governed by and in accordance with the laws of the
State of Florida (excluding the principles thereof governing conflicts of law),
with exclusive jurisdiction and venue in the federal and state courts of Palm
Beach County, Florida.

	 	THE MAKER: 
	 	  	  
	 	CX2 Technologies, Inc.
    
	 	  	  
	 	By: 	/s/ Michael Rand 
	 	Name: 	Michael Rand 
	 	Title: 	
      President