DEMAND NOTE
$___________________ _________________, 199__
FOR VALUE RECEIVED, the undersigned, Xxxx Xxxxxxxx, promises to pay to the
order of USN Communications, Inc. (the "Holder"), on demand,
____________________________________ and No/100 Dollars ($________). Interest on
the unpaid principal balance hereof shall be computed from the date hereof, on a
365-day year basis, for the actual number of days elapsed, at a per annum rate
equal to the Prime Rate, and shall be due and payable on demand. "Prime Rate"
shall mean the prime rate as reported from time to time in the Wall Street
Journal.
In addition to and not in limitation of the foregoing, the undersigned
further agrees, subject only to any limitation imposed by applicable law, to pay
all expenses, including reasonable attorneys' fees and legal expenses, incurred
by the Holder of this Note in endeavoring to collect any amounts payable
hereunder which are not paid when due. No delay on the part of the Holder of
this Note in the exercise of any right, power or remedy shall operate as a
waiver thereof, nor shall any single or partial exercise of any right, power or
remedy preclude other or further exercise thereof, or the exercise of any other
right, power or remedy. No amendment, modification or waiver of, or consent with
respect to, any provision of this Note shall in any event be effective unless
the same shall be in writing and signed and delivered by the Holder of this
Note.
The undersigned further agrees that with respect to any and all options of
the undersigned to purchase securities of USN Communications, Inc., whether
granted before or after the date hereof and whether granted pursuant to a stock
option plan maintained by USN Communications, Inc. or otherwise, it shall be a
condition of the exercise of any such option, and of the obligation of USN
Communications, Inc. to issue securities in respect thereof, that the
undersigned shall have made arrangements satisfactory to USN Communications,
Inc., in the sole discretion of USN Communications, Inc., for the concurrent or
substantially concurrent repayment of all sums due and owing from the
undersigned to USN Communications, Inc., including without limitation all sums
due and owing with respect to this Note.
All parties hereto, whether as makers, endorsers or otherwise, severally
waive presentment for payment, demand, protest, notice of dishonor and notice of
the existence, creation or nonpayment of all or any of the loans or advances
evidenced hereby. THIS NOTE SHALL BE CONSTRUED IN ACCORDANCE WITH THE INTERNAL
LAWS OF THE STATE OF ILLINOIS.
Dated: ______________, 199 ___ _______________________
Xxxx Xxxxxxxx
