Sec 351 and convertible note

[gingesnap]

A group of entrepreneurs is setting up a C-Corp. Primary founder has about $300K in intangibles to contribute to the entity. If he gets a convertible note that triggers with a future event (outside funding, sale of company, revenue targets, etc.), does that qualify as a Sec 351 nontaxable exchange (assume the 80% rule is met)? Does it matter whether or not the conversion is for Series A preferred or common? What are the guidelines for interest payment on such a note? Is it different for founders than it is for outside investors?

Thanks.

[veritas]

I don't see how

Property is supposed to be exchanged for stock to qualify.