REVOLVING CREDIT NOTE
EXHIBIT 10.2
$150,000
Date: August 15, 2005
FOR
VALUE
RECEIVED, the undersigned, INTERACTIVE GAMES, INC., a Florida corporation (the
“Borrower”), HEREBY PROMISES TO PAY to the order of Millennium Opportunity Fund
(the “Lender”), twelve (12) months from the date hereof, at its office
designated from time to time, in lawful money of the United States, the
principal amount of One Hundred Fifty Thousand Dollars ($150,000) or the
aggregate unpaid principal amount of all loans made to the Borrower by the
Lender, whichever is less, and to pay interest from the date of the Revolving
Credit Note on the unpaid principal amount of this Revolving Credit Note, in
like money or with shares of the Borrower’s common stock, at such office and at
the time of the payment of the principal amount hereof, at a rate per annum
of
eight percent (8%) per annum, and with the principal balance and all accrued
interest being due and payable twelve (12) months from the date
hereof. All payments on account of this indebtedness evidenced by
this Revolving Credit Note shall be applied first to interest accrued on this
unpaid principal balance and the remaining to principal.
The
Borrower hereby authorizes the Lender to endorse on the Schedule annexed to
this
Revolving Credit Note the amount and type of all revolving credit loans made
to
the Borrower, all renewals and payments of principal amounts in respect of
such
revolving credit loans, and the outstanding principal amount of all revolving
credit loans; provided, however, that the failure to make such notation with
respect to any revolving credit loan or payment shall not limit or otherwise
affect the obligation of the Borrower under this Revolving Credit
Note.
This
Note
is secured by certain assets described in that certain Loan Agreement between
Xxxxxx and Xxxxxxxx dated as of August 2005. In the event of any
default in the performance of any obligation under this Note, and in addition
to
the rights and remedies contained in the succeeding paragraph of this Revolving
Credit Note or such Loan Agreement, Lender shall have all of the rights and
remedies of a secured party under the Uniform Commercial Code, other applicable
statutes and related laws of the State of Florida. Such rights and
remedies shall include the right to sell or otherwise dispose of such collateral
or the interests represented thereby. This Note may be prepaid in
whole or in part at any time during the term hereof together with related
accrued interest on the principal amount of this Revolving Credit Note to be
prepaid.
In
the
event of any default in any payment on this Revolving Credit Note, then in
lieu
of the rate of interest set forth above, and after such default, this Revolving
Credit Note shall bear interest computed from the date of such default at one
and one-half percent (1½%) per month, but in any event not in excess of the
legally prescribed rate for instruments of this kind. The term “event
of default” as used herein, shall mean (i) the failure of Borrower to make any
payments under the Revolving Credit Note, or (ii) the breach by Borrower of
any
term or condition of that certain Loan Agreement dated as of August 15, 2005,
which breach shall continue for ten (10) days after notice of default, such
notice to be delivered to Borrower by registered, certified or overnight mail
duly recorded at the principal office of the Borrower.
Any
provision hereof which may prove unenforceable under any law shall not affect
the validity of any other provision hereof.
Borrower
hereby waives presentment for payment, protest and notice of protest and all
other notices or demands in connection with the delivery, acceptance,
performance, default or endorsement of this Revolving Credit Note.
INTERACTIVE GAMES, INC.
By: /s/Xxxxxxx Xxxxxxxx,
President
Xxxxxxx
Xxxxxxxx,
President
ATTEST:
Secretary
NOTICE
OF
DEBT CONVERSION
To:
The
Officers of Interactive Games, Inc.
Re:
Debt
conversion of The Millenium Opportunity Fund, X. Xxxxxxx Xxxxxxxx
And
Related Parties
March
18. 2008
The
following letter should serve as notice that the revolving line of credit
between Interactive Games, Inc. (a Florida Corp) and The Millenium Opportunity
Fund (“Millenium”), as well as various loans and interest between Interactive
Games, Inc. and MarketVoive, Inc.,(“MarketVoice”) PR Broadcast, Inc.(“PR
Broadcast”) and X. Xxxxxxx Xxxxxxxx all of which are in the
aggregate amount of three hundred thousand, one hundred
nine dollars and thirty two cents ($300,109.32) is hereby requested to be
converted into equity of Interactive Games Inc. at a price of .10 a share.
Since
X. Xxxxxxx Xxxxxxxx is the sole officer of Millenium, MarketVoice, and PR
Broadcast all of shares to be issued should be in the name X. Xxxxxxx Xxxxxxxx.
The number of shares to be issued is to be 3,001,093 common shares.
The
total
amount due in the aggregate of $300,109.32 to Millenium, X. Xxxxxxx Xxxxxxxx,
MarketVoice and PrBroadcast shall be considered paid in full, upon the receipt
of 3,001,093 shares of common stock of Interactive Games, Inc.
The
request for conversion is hereby made this 18th
day of
March 2008.
Respectfully
submitted,
X.
Xxxxxxx Xxxxxxxx
For
Millenium Opportunity Fund, Marketvoice Inc. PrBroadcast Inc.
Accepted
By: ___________________
On
behalf
of Interactive Games, Inc