Sample Business Contracts
Promissory Note - UC Hub and Bonnie K. Farmworth
Promissory Notes
PROMISSORY NOTE
Los Angeles, California
$50,000 October 9 , 2004
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1. 90 business days after the date of this Note, UC HUB, a public company
traded under the ticker symbol of UCHB, the undersigned Maker, promise
to pay to the order of Mrs. Bonnie K. Farmworth an accredited
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investor, located at 460 Orchard Drive, Naples, FL 34102 of her
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assignee ("Payee") the sum of $50,000 in stock only, at forty-three
cents (.43) October 7, 2004. Principal under this Note shall be paid
in Rule 144 stock Mrs. Farmworth has reviewed the Public Company's
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filings, business plan and has discussed this automatic conversion
note with management. This debt is not associated to or in lieu of any
other contractual or legal obligation to Payee other than the
following options. If SEC approved, "Payee" should receive piggyback
rights on the first $50,000 investment of 43 cents a share. In
addition, "Payee" shall receive $50,000 of warrants at a 25% discount
off market price at the time of conversion, and such warrants have a
two year term from October 7, 2004 and are null and void thereafter.
Payee acknowledges and accepts that the Mercer Group, Inc. will be
paid a 10% finders' fee.
ACCELERATION
2. All liabilities of the undersigned to the Payee, including this note, will at
the option of the Payee, mature and become due and payable immediately without
presentment or notice no sooner than 90 days from the day of this signed note or
on and daters thereafter at the sole discretion of Mrs. Bonnie Farmsworth. In
addition, this note and all other obligations, direct or contingent, of any
Maker or endorser of this note to the payee will become due and payable
immediately, without presentment or notice, if:
(1) Maker fails to make the required payment when due.
(2) Maker or endorser, surety, or guarantor of this note:
(i) Fails, after demand, to furnish financial information or to
permit inspection of any books or records.
(ii) Suspends business.
(iii) Becomes insolvent or offers settlement to any creditors.
(iv) Files a petition in bankruptcy, either voluntary or
involuntary.
(v) Institutes any proceedings under any bankruptcy or insolvency
laws relating to the relief of debtors.
(vi) Gives notice of any intended bulk sale.
(vii) Mortgages, pledges, assigns, or transfers any accounts
receivable or other property, in trust or otherwise, without
the written consent of the Payee.
(ix) Makes any false statement or representation orally or in
writing, fails to furnish information, or fails to permit
inspection of any books or records on demand of the payee.
(x) Fails to pay any obligation when due.
(3) Payee or holder discovers that any misrepresentation was made to payee
on or behalf of Maker to obtain credit or an extension of credit.
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(4) Any legal action is commenced against Maker or any endorser, surety,
or guarantor, including:
(i) Entry of judgment.
(ii) Issuance of a writ of attachment, order of garnishment, order or
subpoena in supplementary proceedings, execution, or similar
process.
COLLECTION COSTS
5. If this note is not paid in full when it becomes due, Maker agrees to
pay all collection costs, including, but not limited to all attorney and
court costs necessary to enforce or collect, this Note for nonpayment at
maturity.
WAIVERS
6. Maker waives trial by jury in any litigation arising out of or relating
to this note in which Payee or a holder of this note is an adverse party further
waivee the right to interpose any defense, set-off, or counterclaim of any
nature or description, which rights are expressly waived except as provided by
law.
GOVERNING LAW
7. This note will be governed by the laws of the State of California,
including the Uniform Commercial Code in force in the State of California.
Maker
/s/ Larry Wilcox
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UC HUB
Its President/CEO
Larry Wilcox
UC HUB
10390 Commerce Center Drive, Suite 250
Rancho Cucamonga, California 91730
909 945 8563 Phone
888 525 5266 Fax
[email protected]
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FEDEX: Larry Wilcox
10 Appaloosa Lane
West Hills, CA 91307