FORM OF PROMISSORY NOTE
$___________ ___________________, 1998
FOR VALUE RECEIVED, the undersigned, I-LINK INCORPORATED, a Florida
corporation (the "Maker"),promises to pay to the order of WINTER HARBOR,
L.L.C., a Delaware limited partnership (the "Payee"), upon demand by Xxxxx,
the principal sum of $__________, together with interest thereon at a rate
equal to the prime rate as set forth in the Wall Street Journal (Western
Edition) plus one (1) percentage point.
1. Prepayments. This Note may be voluntarily prepaid in whole or in
part without premium or penalty at any time and from time to time; provided,
however, that each partial prepayment shall be in the aggregate principal
amount of not less than $100,000 or an integral multiple of $50,000 in excess
thereof. In making a prepayment in whole, the Maker shall pay all accrued
interest through the date of such prepayment.
2. Payment on Business Days. If any payment of principal or interest
on this Note shall become due on a Saturday, Sunday or public holiday, such
payment may be made on the next succeeding business day, and such extension
of time in such case shall be included in the computation of interest in
connection with such payment.
3. Form of Payment. All payments made pursuant to the terms of this
Note shall be made in lawful money of the United States of America and shall
be payable to the Payee at its principal office located at 00000 Xxxxxxxx
Xxxx, Xxxxxxx, Xxxxxxxx 00000 or at such other place as the Payee shall have
designated to the Maker in writing.
4. Choice of Law. This Note shall be governed by and construed in
accordance with the laws of the State of Delaware with the exception of the
conflicts of laws provisions thereof.
5. Events of Default. Upon the occurrence of any Event of Default, the
Payee may at its option by written notice to the Maker declare the entire
unpaid principal amount of this Note, together with all unpaid interest and
all other amounts payable hereunder, immediately due and payable.
6. Collection Expenses. If at any time the indebtedness evidenced by
this Note is collected through legal proceedings or this Note is placed in
the hands of attorneys for collection, the Maker and each endorser of this
Note hereby jointly and severally agree to pay all costs and expenses
(including reasonable attorneys' fees) incurred by the holder of this Note in
collecting or attempting to collect such indebtedness.
7. Waivers. To the extent permitted by law, except as otherwise
provided herein, the Maker and each endorser of this Note, and their
respective successors and assigns, hereby severally waive presentment;
protest and demand; notice of protest, demand, dishonor and nonpayment;
diligence in collection, and any relief whatever from the valuation or
appraisement laws of any state.
IN WITNESS WHEREOF, the Maker has executed this Note as of the date and
year first above written.
I-LINK INCORPORATED
By:_________________________________
Xxxx Xxxxxxx, President
