LOAN AGREEMENT
Exhibit 10(xiii)
THIS
AGREEMENT dated the Feb 1st,
2008.
BETWEEN:
MISTRAL VENTURES INC. a company duly incorporated pursuant to the laws of the State of Nevada
(herein referred to as "The Lender")
AND:
TRUSTCASH HOLDINGS INC. a company duly incorporated pursuant to the laws of the State of Delaware
(herein
referred to as "The Borrower")
WHEREAS:
The
Lender has previously advanced to the Borrower the sum of One Hundred Thousand Dollars (US 100,000.00) (the” Loan”); and
The
Borrower has requested that the Lender advance to the Borrower an additional Fifty Thousand Dollars (US 50,000.00); and
The
Lender has agreed to advance to the Borrower the sum of Fifty Thousand Dollars (US 50,000.00) increasing the Loan to One Hundred and
Fifty Thousand Dollars (US 150,000.00) and extend the payment date of the loan to February 1st ,
2009 (the” Loan”); and
The parties hereto are desirous of clarifying the nature of the loan transaction and
have therefore agreed to the terms herein.
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and mutual covenants and agreements hereinafter set forth, The Lender and The Borrower agree as follows:
AMOUNTS
DUE AND OWING
In consideration of advancing One Hundred and Fifty Thousand
Dollars (US 150,000.00) the Borrower agrees to pay to The Lender the sum of One Hundred and Fifty Thousand Dollars (US 150,000.00);
(the "Principal Sum") of lawful money of the United States of America together with all interest, penalties and assessments that may
from time to time be added to the Principal Sum and are provided for in this Agreement. For the purposes of this Agreement, the
Principal Sum, together with all interest, penalties and assessment that may from time to time be added to the Principal Sum as
provided for herein shall be referred to as the "Debt".
PAYMENT
DUE
The Debt hereby secured shall become due and payable on February 1st,
2009, or unless waived by The Lender, upon default of payment of the Debt by The Borrower to The Lender. Waiver of or failure by the
Lender to enforce at any time or from time to time to any of the rights extended to him by this Agreement shall not prejudice the
Lender's rights in the event of any future default or breach.
RIGHT
TO PREPAY
The Borrower shall have the privilege of pre-paying the Debt to
The Lender, at any time during the currency of the loan.
If the Debt is repaid to The Lender by The Borrower at any time
prior to February 1st , 2009, then The
Borrower will be released from any further or continued obligations under this loan agreement.
INTEREST
In
addition to the payment of the Principal Sum the Borrower agrees to pay to The Lender interest calculated at the rate of 10% per
annum.
PAYMENT
OF COSTS
The
Borrower shall pay for all reasonable costs, charges and expenses, including solicitor's costs, charges and expenses, which may be
incurred by The Lender in collecting, procuring or enforcing payments of any monies in connection with this Loan.
REPRESENTATIONS,
WARRANTIES AND COVENANTS
The Borrower represents and warrants to The
Lender that all matters and things have been done and performed so as to authorize and make the creation of this Loan Agreement and
its execution legal and valid and in accordance with the requirements of the laws relating to The Borrower and all other statutes and
laws in that regard;
FORM
OF PAYMENT
All monies paid to The Lender by The Borrower shall be paid in
lawful money of The United States of America and shall be made payable to The Lender as directed by the Lender in writing.
NOTICE
Any
notice to The Lender in connection with this Agreement shall be well and sufficiently given if sent by prepaid registered mail to or
delivered to The Lender at Xxxxx 000, 0000 Xxxx 00xx Xxxxxx, Xxxxxxxxx, XX, Xxxxxx X0X 0X0 and any notice so give shall be deemed to
have been given if delivered, when delivered, and if mailed, on the third business day following the day on which it was mailed.
Any
notice to The Borrower in connection with this Agreement shall be well and sufficiently given if sent by prepaid registered mail to
or delivered to The Borrower at 000 Xxxx Xxxxxx, Xxxxx 0000, Xxx Xxxx, Xxx Xxxx, 00000,
("Lender") and any notice given shall be deemed to have been give, if delivered, and if mailed,
on the third business day following the day on this it was mailed.
The
Borrower or The Lender may, by notice given in the manner herein described, change the postal address for the giving of notices given
hereunder.
JURISDICTION
This
Agreement shall be governed by and construed in accordance with the laws of the State of Delaware.
ENUREMENT
This
Agreement shall enure to the benefit of and be binding upon the parties hereto and their respective successors and permitted assigns.
TIME
Time
is of the essence of this Agreement
IN
WITNESS WHEREOF the parties hereto have set their hands and seals the day and year first
above written.
MISTRAL
VENTURES INC )
)
/s/
Xxxx Xxxxx )
Authorized
Signatory )
TRUSTCASH
HOLDINGS INC. )
)
/s/
Xxxx Xxxxxxxxxx )
Authorized
Signatory )
